Cover
Cover - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Oct. 31, 2020 | Mar. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 1-06620 | ||
Entity Registrant Name | GRIFFON CORP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 11-1893410 | ||
Entity Address, Address Line One | 712 Fifth Ave, 18th Floor | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10019 | ||
City Area Code | 212 | ||
Local Phone Number | 957-5000 | ||
Title of 12(b) Security | Common Stock, $0.25 par value | ||
Trading Symbol | GFF | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 527,000,000 | ||
Entity Common Stock, Shares Outstanding | 56,124,504 | ||
Documents Incorporated by Reference | Part III — (Items 10, 11, 12, 13 and 14). Registrant’s definitive proxy statement to be filed pursuant to Regulation 14A of the Securities Exchange Act of 1934. | ||
Current Fiscal Year End Date | --09-30 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0000050725 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
CURRENT ASSETS | ||
Cash and equivalents | $ 218,089 | $ 72,377 |
Accounts receivable, net of allowances of $17,758 and $7,881 | 348,124 | 264,450 |
Contract assets, net of progress payments of $24,175 and $11,259 | 84,426 | 105,111 |
Inventories | 413,825 | 442,121 |
Prepaid and other current assets | 46,897 | 40,799 |
Assets of discontinued operations | 2,091 | 321 |
Total Current Assets | 1,113,452 | 925,179 |
PROPERTY, PLANT AND EQUIPMENT, net | 343,964 | |
PROPERTY, PLANT AND EQUIPMENT, net | 337,326 | |
OPERATING LEASE RIGHT-OF-USE ASSETS | 161,627 | |
GOODWILL | 442,643 | 437,067 |
INTANGIBLE ASSETS, net | 355,028 | 356,639 |
OTHER ASSETS | 32,897 | 15,840 |
ASSETS OF DISCONTINUED OPERATIONS | 6,406 | 2,888 |
Total Assets | 2,456,017 | 2,074,939 |
CURRENT LIABILITIES | ||
Notes payable and current portion of long-term debt | 9,922 | 10,525 |
Accounts payable | 232,107 | 250,576 |
Accrued liabilities | 171,572 | 124,665 |
Current portion of operating lease liabilities | 31,848 | |
Liabilities of discontinued operations | 3,797 | 4,333 |
Total Current Liabilities | 449,246 | 390,099 |
LONG-TERM DEBT, net | 1,037,042 | 1,093,749 |
LONG-TERM OPERATING LEASE LIABILITIES | 136,054 | |
OTHER LIABILITIES | 126,510 | 109,997 |
LIABILITIES OF DISCONTINUED OPERATIONS | 7,014 | 3,331 |
Total Liabilities | 1,755,866 | 1,597,176 |
COMMITMENTS AND CONTINGENCIES - See Note 14 | ||
SHAREHOLDERS’ EQUITY | ||
Preferred stock, par value $0.25 per share, authorized 3,000 shares, no shares issued | 0 | 0 |
Common stock, par value $0.25 per share, authorized 85,000 shares, issued shares of 83,739 and 82,775, respectively. | 20,935 | 20,694 |
Capital in excess of par value | 583,008 | 519,017 |
Retained earnings | 607,518 | 568,516 |
Treasury shares, at cost, 27,610 common shares and 35,969 common shares | (413,493) | (536,308) |
Accumulated other comprehensive loss | (72,092) | (65,916) |
Deferred compensation | (25,725) | (28,240) |
Total Shareholders’ Equity | 700,151 | 477,763 |
Total Liabilities and Shareholders’ Equity | $ 2,456,017 | $ 2,074,939 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net allowances | $ 17,758 | $ 7,881 |
Contract costs, net of progress payments | $ 24,175 | $ 11,259 |
Preferred stock, par value (in dollars per share) | $ 0.25 | $ 0.25 |
Preferred stock, share authorized (in shares) | 3,000,000 | 3,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.25 | $ 0.25 |
Common stock, share authorized (in shares) | 85,000,000 | 85,000,000 |
Common stock, shares issued (in shares) | 83,739,000 | 82,775,000 |
Treasury shares (in shares) | 27,610,000 | 35,969,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | |||
Revenue | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Cost of goods and services | 1,766,096 | 1,625,815 | 1,466,600 |
Gross profit | 641,426 | 583,474 | 511,318 |
Selling, general and administrative expenses | 486,398 | 447,163 | 418,517 |
Income from continuing operations | 155,028 | 136,311 | 92,801 |
Other income (expense) | |||
Interest expense | (66,544) | (68,066) | (65,568) |
Interest income | 753 | 806 | 1,697 |
Loss from debt extinguishment | (7,925) | 0 | 0 |
Other, net | 1,445 | 3,127 | 4,880 |
Total other income (expense) | (72,271) | (64,133) | (58,991) |
Income before taxes from continuing operations | 82,757 | 72,178 | 33,810 |
Provision for income taxes | 29,328 | 26,556 | 555 |
Income (loss) from continuing operations | 53,429 | 45,622 | 33,255 |
Discontinued operations: | |||
Income (loss) from operations of discontinued businesses | 0 | (11,050) | 119,981 |
Provision for income taxes | 0 | (2,715) | 27,558 |
Income (loss) from discontinued operations | 0 | (8,335) | 92,423 |
Net income | $ 53,429 | $ 37,287 | $ 125,678 |
Income from continuing operations (in usd per share) | $ 1.25 | $ 1.11 | $ 0.81 |
Income from discontinued operations (in usd per share) | 0 | (0.20) | 2.25 |
Basic earnings per common share (in usd per share) | $ 1.25 | $ 0.91 | $ 3.06 |
Weighted-average shares outstanding (in shares) | 42,588 | 40,934 | 41,005 |
Income from continuing operations (in usd per share) | $ 1.19 | $ 1.06 | $ 0.78 |
Income from discontinued operations (in usd per share) | 0 | (0.20) | 2.18 |
Diluted earnings per common share (in usd per share) | $ 1.19 | $ 0.87 | $ 2.96 |
Weighted-average shares outstanding (in shares) | 45,015 | 42,888 | 42,422 |
Other comprehensive income (loss), net of taxes: | |||
Foreign currency translation adjustments | $ 5,601 | $ (8,460) | $ 9,403 |
Pension and other post retirement plans | (11,784) | (23,055) | 16,381 |
Gain (loss) on cash flow hedge | 7 | (289) | 585 |
Total other comprehensive income (loss), net of taxes | (6,176) | (31,804) | 26,369 |
Comprehensive income | $ 47,253 | $ 5,483 | $ 152,047 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | $ 53,429 | $ 37,287 | $ 125,678 |
Net (income) loss from discontinued operations | 0 | 8,335 | (92,423) |
Adjustments to reconcile net income to net cash provided by operating activities of continuing operations: | |||
Depreciation and amortization | 62,409 | 61,848 | 55,803 |
Stock-based compensation | 17,580 | 15,914 | 19,610 |
Asset impairment charges - restructuring | 4,692 | 0 | 0 |
Provision for losses on accounts receivable | 1,332 | 535 | 96 |
Amortization of deferred financing costs and debt discounts | 3,661 | 5,393 | 5,219 |
Loss from debt extinguishment | 7,925 | 0 | 0 |
Deferred income tax | 2,095 | (2,222) | (17,633) |
(Gain)/ loss on sale/disposal of assets and investments | (287) | (179) | 290 |
Change in assets and liabilities, net of assets and liabilities acquired: | |||
(Increase) decrease in accounts receivable and contract assets | (62,366) | 8,279 | 2,681 |
(Increase) decrease in inventories | 34,080 | (24,938) | (52,122) |
Increase in prepaid and other assets | (13,582) | (4,285) | (2,285) |
Increase in accounts payable, accrued liabilities and income taxes payable | 25,044 | 7,638 | 11,078 |
Other changes, net | 1,017 | 353 | 2,200 |
Net cash provided by operating activities - continuing operations | 137,029 | 113,958 | 58,192 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | (48,998) | (45,361) | (50,138) |
Acquired business, net of cash acquired | (10,531) | (9,219) | (430,932) |
Investment purchases | (130) | (149) | 0 |
Proceeds (payments) from sale of business | 0 | (9,500) | 474,727 |
Insurance proceeds (payments) | 0 | (10,604) | 8,254 |
Proceeds from sale of property, plant and equipment | 352 | 280 | 663 |
Net cash provided by (used in) investing activities - continuing operations | (59,307) | (74,553) | 2,574 |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 178,165 | 0 | 0 |
Dividends paid | (14,529) | (13,676) | (49,797) |
Purchase of shares for treasury | (7,479) | (1,478) | (45,605) |
Proceeds from long-term debt | 1,240,080 | 201,748 | 443,058 |
Payments of long-term debt | (1,308,915) | (218,248) | (300,993) |
Change in short-term borrowings | 0 | (366) | 144 |
Financing costs | (17,384) | (1,090) | (7,793) |
Contingent consideration for acquired businesses | (1,733) | (1,686) | 0 |
Other, net | (15) | (180) | 51 |
Net cash provided by (used) in financing activities - continuing operations | 68,190 | (34,976) | 39,065 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash used in operating activities | (3,021) | (2,123) | (45,624) |
Net cash provided by (used in) investing activities | 444 | 0 | (10,762) |
Net cash used in financing activities | 0 | 0 | (22,541) |
Net cash used in discontinued operations | (2,577) | (2,123) | (78,927) |
Effect of exchange rate changes on cash and equivalents | 2,377 | 313 | 1,173 |
NET INCREASE IN CASH AND EQUIVALENTS | 145,712 | 2,619 | 22,077 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 72,377 | 69,758 | 47,681 |
CASH AND EQUIVALENTS AT END OF PERIOD | 218,089 | 72,377 | 69,758 |
Supplemental Disclosure of Cash Flow Information: | |||
Cash paid for interest | 63,139 | 63,334 | 59,793 |
Cash paid for taxes | $ 21,016 | $ 25,339 | $ 32,140 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | COMMON STOCK | CAPITAL IN EXCESS OF PAR VALUE | RETAINED EARNINGS | TREASURY SHARES | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | DEFERRED COMPENSATION | Series of Individually Immaterial Business Acquisitions | Series of Individually Immaterial Business AcquisitionsCAPITAL IN EXCESS OF PAR VALUE | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, AdjustmentRETAINED EARNINGS |
Balance (in shares) at Sep. 30, 2017 | 80,663,000 | 33,557,000 | |||||||||
Balance at Sep. 30, 2017 | $ 398,808 | $ 20,166 | $ 487,077 | $ 480,347 | $ (489,225) | $ (60,481) | $ (39,076) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 125,678 | 125,678 | |||||||||
Dividends | (55,502) | (55,502) | |||||||||
Shares withheld on employee taxes on vested equity awards (in shares) | 200,000 | ||||||||||
Shares withheld on employee taxes on vested equity awards | (4,495) | $ (4,495) | |||||||||
Amortization of deferred compensation | 8,110 | 8,110 | |||||||||
Common stock acquired (in shares) | 2,089,000 | ||||||||||
Common stock acquired | (41,110) | $ (41,110) | |||||||||
Equity awards granted, net (in shares) | 857,000 | ||||||||||
Equity awards granted, net | $ 214 | (214) | |||||||||
ESOP allocation of common stock | 4,756 | 4,756 | |||||||||
Stock-based compensation | 10,078 | 10,078 | $ 1,699 | $ 1,699 | |||||||
Other comprehensive loss, net of tax | 26,369 | 26,369 | |||||||||
Balance (in shares) at Sep. 30, 2018 | 81,520,000 | 35,846,000 | |||||||||
Balance at Sep. 30, 2018 | 474,391 | $ 20,380 | 503,396 | 550,523 | $ (534,830) | (34,112) | (30,966) | $ (5,618) | $ (5,618) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 37,287 | 37,287 | |||||||||
Dividends | (13,676) | (13,676) | |||||||||
Shares withheld on employee taxes on vested equity awards (in shares) | 86,000 | ||||||||||
Shares withheld on employee taxes on vested equity awards | (1,106) | $ (1,106) | |||||||||
Amortization of deferred compensation | 2,726 | 2,726 | |||||||||
Common stock acquired (in shares) | 37,000 | ||||||||||
Common stock acquired | (372) | $ (372) | |||||||||
Equity awards granted, net (in shares) | 1,255,000 | ||||||||||
Equity awards granted, net | $ 314 | (314) | |||||||||
ESOP allocation of common stock | 1,512 | 1,512 | |||||||||
Stock-based compensation | 13,285 | 13,285 | 1,138 | 1,138 | |||||||
Other comprehensive loss, net of tax | (31,804) | (31,804) | |||||||||
Balance (in shares) at Sep. 30, 2019 | 82,775,000 | 35,969,000 | |||||||||
Balance at Sep. 30, 2019 | 477,763 | $ 20,694 | $ 519,017 | 568,516 | $ (536,308) | (65,916) | (28,240) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 53,429 | 53,429 | |||||||||
Dividends | $ (14,427) | (14,427) | |||||||||
Shares withheld on employee taxes on vested equity awards (in shares) | 340,775 | 341,000 | |||||||||
Shares withheld on employee taxes on vested equity awards | $ (7,479) | $ (7,479) | |||||||||
Amortization of deferred compensation | 2,515 | 2,515 | |||||||||
Common stock issued (in shares) | 46,900,000 | (8,700,000) | |||||||||
Common stock issued | 177,194 | $ 130,294 | |||||||||
Equity awards granted, net (in shares) | 964,000 | ||||||||||
Equity awards granted, net | $ 241 | $ (241) | |||||||||
ESOP allocation of common stock | 1,985 | 1,985 | |||||||||
Stock-based compensation | 14,702 | 14,702 | $ 645 | $ 645 | |||||||
Other comprehensive loss, net of tax | (6,176) | (6,176) | |||||||||
Balance (in shares) at Sep. 30, 2020 | 83,739,000 | 27,610,000 | |||||||||
Balance at Sep. 30, 2020 | $ 700,151 | $ 20,935 | $ 583,008 | $ 607,518 | $ (413,493) | $ (72,092) | $ (25,725) |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of business Griffon Corporation (the “Company”, “Griffon”, "we" or "us") is a diversified management and holding company that conducts business through wholly-owned subsidiaries. Griffon oversees the operations of its subsidiaries, allocates resources among them and manages their capital structures. Griffon provides direction and assistance to its subsidiaries in connection with acquisition and growth opportunities as well as in connection with divestitures. In order to further diversify, Griffon also seeks out, evaluates and, when appropriate, will acquire additional businesses that offer potentially attractive returns on capital. The Company was founded in 1959, is a Delaware corporation headquartered in New York, N.Y. and is listed on the New York Stock Exchange (NYSE:GFF). In August 2020 Griffon Corporation completed the public offering of 8,700,000 shares of our common stock for total net proceeds of $178,165 (the "Public Offering"). The Company used a portion of the net proceeds to repay outstanding borrowings under its Credit Agreement. The Company intends to use the remainder of the proceeds for general corporate purposes, including to expand its current business through acquisitions of, or investments in, other businesses or products. On February 19, 2020, Griffon issued, at par, $850,000 of 5.75% Senior Notes due in 2028 (the “2028 Senior Notes”) and on June 8, 2020 Griffon issued an additional $150,000 of notes under the same indenture, at 100.25% of par (collectively, the "2028 Senior Notes"). Proceeds from the 2028 Senior Notes were used to redeem the $1,000,000 of 5.25% Senior Notes due 2022 (the "2022 Senior Notes"). In January 2020, Griffon amended its credit agreement to increase the total amount available for borrowing from $350,000 to $400,000 , extend its maturity date from March 22, 2021 to March 22, 2025 and modify certain other provisions of the facility (the "Credit Agreement"). In November 2019, Griffon announced the development of a next-generation business platform for CPP to enhance the growth, efficiency, and competitiveness of its U.S. operations, and on November 12, 2020, Griffon announced that CPP is broadening this strategic initiative to include additional North American facilities, the AMES UK and Australia businesses, and a manufacturing facility in China. The expanded focus of this initiative leverages the same three key development areas being executed within our U.S. operations. First, multiple independent information systems will be unified into a single data and analytics platform, which will serve the whole AMES global enterprise. Second, certain AMES global operations will be consolidated to optimize facilities footprint and talent. Third, strategic investments in automation and facilities expansion will be made to increase the efficiency of our manufacturing and fulfillment operations, and support e-commerce growth. The cost to implement this new business platform, over the duration of the project, will include one-time charges of approximately $65,000 (increased from $35,000 ) and capital investments of approximately $65,000 (increased from $40,000 ). The one-time charges are comprised of $46,000 of cash charges, which includes $26,000 of personnel-related costs such as training, severance, and duplicate personnel costs as well as $20,000 of facility and lease exit costs. The remaining $19,000 of charges are non-cash and are primarily related to asset write-downs. In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic, which continues to spread throughout the U.S. and the world. While Griffon has not incurred significant disruptions to its manufacturing or supply chain thus far, the Company continues to actively monitor the situation and evaluate the nature and extent of the impact of the COVID-19 pandemic on its businesses, consolidated results of operations and financial condition. Griffon places a high priority on the health and safety of its employees, customers and their families, and has implemented a variety of new policies and procedures, including additional cleaning, social distancing, staggered shifts and prohibiting or significantly restricting on-site visitors, to minimize the risk to its employees of contracting COVID-19. Although many U.S. states lifted initial executive orders issued earlier in the year requiring all workers to remain at home unless their work is critical, essential, or life-sustaining, some states and localities have recently put in place new restrictions regarding the operation of many types of businesses, or have tightened up restrictions already in place, in response to the recent worsening of the COVID-19 outbreak. As of the date of this filing, all of Griffon's facilities are fully operational and the Company’s supply chains have not experienced significant disruption. Griffon manufactures a substantial majority of its products that it sells, with the majority of manufacturing activities conducted in the United States. As a result, Griffon has been able to mitigate the adverse impact of the COVID-19 pandemic on the global supply chain. While Griffon is unable to determine or predict the nature, duration or scope of the overall impact the COVID-19 pandemic will have on its businesses, results of operations, liquidity or capital resources, Griffon will continue to actively monitor the situation and may take further actions that impact its operations as may be required by federal, state or local authorities or that it determines is in the best interests of its employees, customers, suppliers and shareholders. For additional factors to consider, see Part 1, Item 1A, “Risk Factors” in this Form 10-K. Griffon currently conducts its operations through three reportable segments: • Consumer and Professional Products ("CPP") conducts its operations through The AMES Companies, Inc. (“AMES”). Founded in 1774, AMES is the leading North American manufacturer and a global provider of branded consumer and professional tools and products for home storage and organization, landscaping, and enhancing outdoor lifestyles. CPP sells products globally through a portfolio of leading brands including True Temper, AMES, and ClosetMaid. • Home and Building Products ("HBP") conducts its operations through Clopay. Founded in 1964, Clopay is the largest manufacturer and marketer of garage doors and rolling steel doors in North America. Residential and commercial sectional garage doors are sold through professional dealers and leading home center retail chains throughout North America under the brands Clopay, Ideal, and Holmes. Rolling steel door and grille products designed for commercial, industrial, institutional, and retail use are sold under the CornellCookson brand. • Defense Electronics ("DE") conducts its operations through Telephonics Corporation ("Telephonics"), founded in 1933, a globally recognized leading provider of highly sophisticated intelligence, surveillance and communications solutions for defense, aerospace and commercial customers. Consolidation The consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The results of operations of acquired businesses are included from the dates of acquisitions. Earnings per share Due to rounding, the sum of earnings per share may not equal earnings per share of Net income. Discontinued operations On November 16, 2017, Griffon announced it entered into a definitive agreement to sell Plastics and on February 6, 2018, completed the sale to Berry for approximately $465,000 , net of certain post-closing adjustments. As a result, Griffon classified the results of operations of the Plastics business as discontinued operations in the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations in the consolidated balance sheets. All results and information presented exclude Plastics unless otherwise noted. See Note 7, Discontinued Operations. Reclassifications Certain amounts in prior years have been reclassified to conform to the current year presentation. Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. These estimates may be adjusted due to changes in economic, industry or customer financial conditions, as well as changes in technology or demand. Significant estimates include allowances for doubtful accounts receivable and returns, net realizable value of inventories, restructuring reserves, valuation of goodwill and intangible assets, sales, profits and loss recognition for performance obligations satisfied over time, assumptions associated with pension benefit obligations and income or expenses, useful lives associated with depreciation and amortization of intangible and fixed assets, warranty reserves, sales incentive accruals, assumption associated with stock based compensation valuation, income taxes and tax valuation reserves, environmental reserves, legal reserves, insurance reserves, the valuation of assets and liabilities of discontinued operations, assumptions associated with valuation of acquired assets and assumed liabilities of acquired companies and the accompanying disclosures. These estimates are based on management’s best knowledge of current events and actions Griffon may undertake in the future. Actual results may ultimately differ from these estimates. Cash and equivalents Griffon considers all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. Cash equivalents primarily consist of overnight commercial paper, highly-rated liquid money market funds backed by U.S. Treasury securities and U.S. Agency securities, as well as insured bank deposits. Griffon had cash in non-U.S. bank accounts of approximately $55,000 and $34,200 at September 30, 2020 and 2019, respectively. Substantially all U.S. cash and equivalents are in excess of FDIC insured limits. Griffon regularly evaluates the financial stability of all institutions and funds that hold its cash and equivalents. Fair value of financial instruments The carrying values of cash and cash equivalents, accounts receivable, accounts and notes payable and revolving credit debt approximate fair value due to either the short-term nature of such instruments or the fact that the interest rate of the revolving credit debt is based upon current market rates. The fair value hierarchy, as outlined in the applicable accounting guidance, establishes a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The accounting guidance establishes three levels of inputs that may be used to measure fair value, as follows: • Level 1 inputs are measured and recorded at fair value based upon quoted prices in active markets for identical assets. • Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities. • Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value of Griffon’s 2028 Senior Notes approximated $1,040,000 , on September 30, 2020 . Fair values were based upon quoted market prices (level 1 inputs). Insurance contracts with a value of $3,436 at September 30, 2020 are measured and recorded at fair value based upon quoted prices in active markets for similar assets (level 2 inputs) and are included in Other current assets on the consolidated balance sheet. Items Measured at Fair Value on a Recurring Basis At September 30, 2020 and 2019, trading securities, measured at fair value based on quoted prices in active markets for similar assets (level 2 inputs), with a fair value of $1,703 ( $1,000 cost basis) and $1,518 ( $1,000 cost basis), respectively, were included in Prepaid and other current assets on the Consolidated Balance Sheets. In the normal course of business, Griffon’s operations are exposed to the effect of changes in foreign currency exchange rates. To manage these risks, Griffon may enter into various derivative contracts such as foreign currency exchange contracts, including forwards and options. During 2020 and 2019, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade and inter-company liabilities payable in USD. At September 30, 2020 and 2019, Griffon had $32,000 and $14,000 of Australian dollar contracts at a weighted average rate of $1.41 and $1.48 , respectively, which qualified for hedge accounting. These hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Other comprehensive income (loss) and Prepaid and other current assets, or Accrued liabilities, until settlement. Upon settlement, gains and losses were recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services. AOCI included deferred losses of $168 ( $109 , net of tax) and deferred gains of $327 ( $213 , net of tax) at September 30, 2020 and 2019, respectively. Upon settlement, gains (losses) of $(2,163) and $1,361 were recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services ("COGS") during 2020 and 2019, respectively. Contracts expire in 30 to 146 days . At September 30, 2020 and 2019, Griffon had $7,900 and $3,500 , respectively, of Canadian dollar contracts at a weighted average rate of $1.33 and $1.32 . These contracts, which protect Canadian operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting and fair value gains (losses) of $(92) and $14 were recorded in Other assets and to Other income for the outstanding contracts, based on similar contract values (level 2 inputs), for the years ended September 30, 2020 and 2019, respectively. Realized gains of $189 and $68 , were recorded in Other income during 2020 and 2019, respectively. Contracts expire in 30 to 360 days . At September 30, 2020, Griffon had $5,400 of Great Britain Pound contracts at a weighted average rate of $0.77 . These contracts, which protect U.K. operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting and fair value gains of $39 were recorded in Other assets and to Other income for the outstanding contracts, based on similar contract values (level 2 inputs), for the years ended September 30, 2020. There were no realized gains or losses recorded for these contracts during the year ended September 30, 2020. Contracts expire in 2 to 208 days . Pension plan assets with a fair value of $147,145 at September 30, 2020 , are measured and recorded at fair value based upon quoted prices in active markets for identical assets (level 1 inputs), quoted market prices for similar assets (level 2 inputs) and fair value assumptions for unobservable inputs in which little or no market data exists (level 3). Non-U.S. currency translation Assets and liabilities of non-U.S. subsidiaries, where the functional currency is not the U.S. dollar, have been translated at year-end exchange rates and profit and loss accounts have been translated using weighted average exchange rates. Adjustments resulting from currency translation have been recorded in the equity section of the balance sheet in AOCI as cumulative translation adjustments. Cumulative translation adjustments were gains (losses) of $5,601 and $(8,460) for 2020 and 2019, respectively. As of September 30, 2020 and 2019, the foreign currency translation components of Accumulated other comprehensive loss were $25,683 and $31,284 , respectively. Assets and liabilities of an entity that are denominated in currencies other than that entity’s functional currency are re-measured into the functional currency using period end exchange rates, or historical rates where applicable to certain balances. Gains and losses arising on remeasurements are recorded within the Consolidated Statement of Operations and Comprehensive Income as a component of Other income (expense). Revenue recognition Effective October 1, 2018, the Company adopted Accounting Standard Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. Our statement of operations for the year ended September 30, 2020 and 2019 and our balance sheet as of September 30, 2020 and 2019 are presented under ASC 606, while our statement of operations for the year ended September 30, 2018 is presented under ASC 605, Revenue Recognition. Under ASC Topic 606, performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer, and is the unit of accounting under ASC Topic 606. A contract with a customer is an agreement which both parties have approved, that creates enforceable rights and obligations, has commercial substance and with respect to which payment terms are identified and collectability is probable. Once the Company has entered into a contract or purchase order, it is evaluated to identify performance obligations. For each performance obligation, revenue is recognized when control of the promised products is transferred to the customer, or services are satisfied under the contract or purchase order, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services (the transaction price). A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when each performance obligation is satisfied. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the product being sold to the customer. To a lesser extent, some contracts include multiple performance obligations such as a product, the related installation, and extended warranty services. These contracts require judgment in determining the number of performance obligations. For contracts with multiple performance obligations, judgment is required to determine whether performance obligations specified in these contacts are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of contracts, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. The transaction price includes variable consideration, such as discounts and volume rebates, when it is probable that a significant reversal of revenue recognized will not occur. Variable consideration is determined using either the expected value or the most likely amount of consideration to be received based on historical experience and the specific facts and circumstances at the time of evaluation. Approximately 86% of the Company’s performance obligations are recognized at a point in time related to the manufacture and sale of a broad range of products and components primarily within the CPP and HBP Segments, and revenue is recognized when title, and risk and rewards of ownership, have transferred to the customer, which is generally upon shipment. Approximately 14% of the Company’s performance obligations are recognized over time and relate to prime or subcontractors from contract awards with the U.S. Government, as well as foreign governments and other commercial customers within our DE Segment. Revenue recognized over time are generally accounted for using an input measure to determine progress completed at the end of the period. We believe that cumulative costs incurred to date as a percentage of estimated total contract costs at completion (cost-to-cost method) is an appropriate measure of progress towards satisfaction of performance obligations recognized over time, as it most accurately depicts the progress of our work and transfer of control to our customers. Refer to Note 2 - Revenue for a discussion of our revenue recognition practices for each of our reportable segments. Accounts receivable, allowance for doubtful accounts and concentrations of credit risk Accounts receivable is composed principally of trade accounts receivable, that arise from the sale of goods or services on account, and is stated at historical cost. A substantial portion of Griffon’s trade receivables are from customers within the CPP and HBP businesses, of which the largest customer is Home Depot, whose financial condition is dependent on the construction and related retail sectors of the economy. As a percentage of consolidated accounts receivable, U.S. Government related programs were 9% and Home Depot was 18% . Griffon performs continuing evaluations of the financial condition of its customers, and although Griffon generally does not require collateral, letters of credit may be required from customers in certain circumstances. Trade receivables are recorded at the stated amount, less allowance for doubtful accounts and, when appropriate, for customer program reserves and cash discounts. The allowance represents estimated uncollectible receivables associated with potential customer defaults on contractual obligations (usually due to customers’ potential insolvency). The allowance for doubtful accounts includes amounts for certain customers where a risk of default has been specifically identified, as well as an amount for customer defaults based on a formula when it is determined the risk of some default is probable and estimable, but cannot yet be associated with specific customers. The provision related to the allowance for doubtful accounts is recorded in Selling, general and administrative ("SG&A") expenses. The Company writes-off accounts receivable when they are deemed to be uncollectible. Customer program reserves and cash discounts are netted against accounts receivable when it is customer practice to reduce invoices for these amounts. The amounts netted against accounts receivable in 2020 and 2019 were $27,607 and $17,322 , respectively. All accounts receivable amounts are expected to be collected in less than one year. The Company does not currently have customers or contracts that prescribe specific retainage provisions. Contract assets Contract assets consists of amounts accounted for under the cost-to-cost method of accounting, recoverable costs and accrued profit that cannot yet be invoiced under the terms of certain long-term contracts. Amounts will be invoiced when applicable contract terms, such as the achievement of specified milestones or product delivery, are met. At September 30, 2020 and 2019, approximately $7,500 and $13,100 , respectively, of contract assets were expected to be collected after one year. Inventories Inventories, stated at the lower of cost (first-in, first-out or average) or market, include material, labor and manufacturing overhead costs. Griffon’s businesses typically do not require inventory that is susceptible to becoming obsolete or dated. In general, Telephonics sells products in connection with programs authorized and approved under contracts awarded by the U.S. Government or agencies thereof and in accordance with customer specifications. HBP produces residential and commercial sectional garage doors, commercial rolling steel door and grille products, and CPP produces long-handled tools and landscaping products, and storage and organizational products, both in response to orders from customers of retailers and dealers or based on expected orders, as applicable. Property, plant and equipment Property, plant and equipment includes the historical cost of land, buildings, equipment and significant improvements to existing plant and equipment or, in the case of acquisitions, a fair market value appraisal of such assets completed at the time of acquisition. Expenditures for maintenance, repairs and minor renewals are expensed as incurred. When property or equipment is sold or otherwise disposed of, the related cost and accumulated depreciation is removed from the respective accounts and the gain or loss is recognized. No event or indicator of impairment occurred during the three years ended September 30, 2020 , which would require additional impairment testing of property, plant and equipment. Depreciation expense, which includes amortization of assets under capital leases, was $52,819 , $51,926 and $46,733 in 2020, 2019 and 2018, respectively, and was calculated on a straight-line basis over the estimated useful lives of the assets. Depreciation included in SG&A expenses was $19,656 , $19,026 and $16,306 in 2020, 2019 and 2018, respectively. The remaining components of depreciation, attributable to manufacturing operations, are included in Cost of goods and services. Estimated useful lives for property, plant and equipment are as follows: buildings and building improvements, 25 to 40 years ; machinery and equipment, 2 to 15 years ; and leasehold improvements, over the term of the lease or life of the improvement, whichever is shorter. Capitalized interest costs included in Property, plant and equipment were $2,520 , $2,925 and $2,896 for the years ended September 30, 2020 , 2019 and 2018, respectively. The original cost of fully-depreciated property, plant and equipment remaining in use at September 30, 2020 was approximately $262,255 . Goodwill and indefinite-lived intangibles Griffon has significant intangible and tangible long-lived assets on its balance sheet that includes goodwill and other intangible assets related to acquisitions. Goodwill represents the excess of the cost of net assets acquired in business combinations over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in a business combination. We review goodwill and indefinite-lived intangibles for impairment at least annually in the fourth quarter, or more frequently whenever events or circumstances change that would more likely than not reduce the fair value of a reporting unit below the carrying amount. Such events or changes in circumstance include significant deterioration in overall economic conditions, changes in the business climate in which our reporting units operate, a decline in our market capitalization, operating performance indicators, when some portion of a reporting unit is disposed of or classified as held for sale, or when a change in the composition of reporting units occurs for other reasons, such as a change in operating segments. We had three reporting units at September 30, 2020 and 2019, which are our operating segments. We use both qualitative and quantitative approaches when testing goodwill and indefinite-lived intangibles for impairment. When determining the approach to use, we consider the current facts and circumstances of each reporting unit, as well as the excess of each reporting unit’s estimated fair value over its carrying value based on our most recent quantitative assessment. In addition, our qualitative approach evaluates industry and market conditions and various events impacting a reporting unit including, but not limited to, macroeconomic conditions, changes in the business environment in which our reporting units operate and other reporting unit specific events and circumstances. If, based on the qualitative assessment, we determine that it is more likely than not that the fair value of a reporting unit is greater than its carrying value, then a quantitative assessment is not necessary. However, if a quantitative assessment is necessary, we use the income approach methodology of valuation that includes the present value of expected future cash flows. We performed a quantitative annual impairment test as of September 30, 2019, and an interim quantitative impairment test as of March 31, 2020, to assess the impact of the global outbreak of COVID-19, using discounted future cash flows for each reporting unit, which did not result in impairments to goodwill. The more significant assumptions used for the interim impairment test as of March 31, 2020 were a five-year cash flow projection and a 3.0% terminal value to which discount rates between 7.1% and 9% were applied to calculate each unit’s fair value. To substantiate fair values derived from the income approach methodology of valuation, the implied fair value was compared to the marketplace fair value of a comparable industry grouping for reasonableness. Further, the fair values were reconciled to Griffon’s market capitalization. We performed a qualitative assessment as of September 30, 2020, as the estimated fair values of each reporting unit significantly exceeded the carrying value based on our most recent quantitative assessment, which was performed as of March 31, 2020. Our qualitative assessment determined that indicators that the fair value of each reporting unit was less than the carrying value were not present. With respect to indefinite-lived intangibles we performed a quantitative annual impairment test as of September 30, 2019, and an interim quantitative impairment test as of March 31, 2020, to assess the impact of the global outbreak of COVID-19, using a relief from royalty method, which did not result in impairments. We performed a qualitative assessment as of September 30, 2020 considering all the above factors and determined that indefinite-lived intangibles fair values were greater than their book values. Long-lived amortizable intangible assets, such as customer relationships and software, and tangible assets, primarily property, plant and equipment, are amortized over their expected useful lives, which involve significant assumptions and estimates. Long-lived intangible and tangible assets are tested for impairment by comparing estimated future undiscounted cash flows to the carrying value of the asset when an impairment indicator, such as change in business, customer loss or obsolete technology, exists. Fair value estimates are based on assumptions believed to be reasonable at the time, but such assumptions are subject to inherent uncertainty. Actual results may differ materially from those estimates. Any changes in key assumptions or management judgment with respect to a reporting unit or its prospects, which may result from a decline in Griffon’s stock price, a change in market conditions, market trends, interest rates or other factors outside of Griffon’s control, or significant underperformance relative to historical or projected future operating results, could result in a significantly different estimate of the fair value of Griffon’s reporting units, which could result in an impairment charge in the future. Leases On October 1, 2019, the Company adopted the Accounting Standards Codifications ("ASC") Topic 842, Leases, which requires the recording of operating lease Right-of-Use ("ROU") assets and operating lease liabilities. Finance leases were not impacted by the adoption of ASC Topic 842, as finance lease liabilities and the corresponding assets were already recorded in the balance sheet under the previous guidance, ASC Topic 840. The Company has elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical lease classification. We also elected a practical expedient to determine the reasonably certain lease term. The Company applied the modified retrospective ap |
REVENUE
REVENUE | 12 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer, and is the unit of accounting. A contract with a customer is an agreement which both parties have approved, that creates enforceable rights and obligations, has commercial substance and with respect to which payment terms are identified and collectability is probable. Once the Company has entered into a contract or purchase order, it is evaluated to identify performance obligations. For each performance obligation, revenue is recognized when control of the promised products is transferred to the customer, or services are satisfied under the contract or purchase order, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services (the transaction price). A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when each performance obligation is satisfied. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the product being sold to the customer. To a lesser extent, some contracts include multiple performance obligations such as a product, the related installation, and extended warranty services. These contracts require judgment in determining the number of performance obligations. For contracts with multiple performance obligations, judgment is required to determine whether performance obligations specified in these contacts are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of contracts, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. The transaction price includes variable consideration, such as discounts and volume rebates, when it is probable that a significant reversal of revenue recognized will not occur. Variable consideration is determined using either the expected value or the most likely amount of consideration to be received based on historical experience and the specific facts and circumstances at the time of evaluation. See Note 19 - Business Segments for revenue from contracts with customers disaggregated by end markets, segments and geographic location. Revenue from CPP and HBP Segments Approximately 86% of the Company’s performance obligations are recognized at a point in time related to the manufacture and sale of a broad range of products and components primarily within the CPP and HBP Segments, and revenue is recognized when title, and risk and rewards of ownership, have transferred to the customer, which is generally upon shipment. A majority of CPP's and HBP's revenue is short cycle in nature with shipments occurring within one year from order and does not include a material long-term financing component, implicitly or explicitly. Payment terms generally range between 15 to 90 days and vary by the location of the business, the type of products manufactured to be sold and the volume of products sold, among other factors. The Company’s CPP and HBP Segments recognize revenue from product sales when all factors are met, including when control of a product transfers to the customer upon its shipment, completion of installation, testing, certification or other substantive acceptance required under the contract. Other than standard product warranty provisions, sales arrangements provide for no other significant post-shipment obligations on the Company. From time-to-time and for certain customers, rebates and other sales incentives, promotional allowances or discounts are offered, typically related to customer purchase volumes, all of which are fixed or determinable and are classified as a reduction of revenue and recorded at the time of sale. Griffon provides for sales returns and allowances based upon historical returns experience. The Company includes shipping costs billed to customers in revenue and the related shipping costs in Cost of Goods and Services. The majority of the Company’s contracts in the CPP and HBP Segments offer assurance-type warranties in connection with the sale of a product to a customer. Assurance-type warranties provide a customer with assurance that the related product will function as the parties intended because it complies with agreed-upon specifications. Such warranties do not represent a separate performance obligation. Payment terms in the CPP and HBP Segments vary depending on the type and location of the customer and the products or services offered. Generally, the period between the time revenue is recognized and the time payment is due is not significant. Shipping and handling charges are not considered a separate performance obligation. Additionally, all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected from a customer (e.g., sales, use, value added, and some excise taxes) are excluded from revenue. Revenue from Defense Electronics Segment Approximately 14% of the Company’s performance obligations are recognized over time and relate to prime or subcontractors from contract awards with the U.S. Government, as well as foreign governments and other commercial customers within our DE Segment. Revenue recognized over time is generally accounted for using an input measure to determine progress completed at the end of the period. We believe that cumulative costs incurred to date as a percentage of estimated total contract costs at completion (cost-to-cost method) is an appropriate measure of progress towards satisfaction of performance obligations recognized over time, as it most accurately depicts the progress of our work and transfer of control to our customers. The Company’s DE Segment earns a substantial portion of its revenue as either a prime contractor or subcontractor from contract awards with the U.S. Government, as well as foreign governments and other commercial customers to design, develop and manufacture highly sophisticated intelligence, surveillance and communications solutions. These contracts are typically long-term in nature, usually greater than one year, and do not include a material long-term financing component, either implicitly or explicitly. Revenue and profits from such contracts are recognized over time as work is performed because control of the work in process transfers continuously to the customer. For U.S. Government contracts, the continuous transfer of control to the customer is supported by contract clauses that provide for: (i) progress or performance-based payments or (ii) the unilateral right of the customer to terminate the contract for convenience, in which case we have the right to receive payment for costs incurred plus a reasonable profit for products and services that do not have alternative use to us. Foreign government and certain commercial contracts contain similar termination for convenience clauses, or we have a legally enforceable right to receive payment for costs incurred and a reasonable profit for product or services that do not have alternative use to us. Revenue and profits on fixed-price and cost-plus contracts that include performance obligations satisfied over time are recorded at amounts equal to the ratio of actual cumulative costs incurred divided by total estimated costs at completion, multiplied by the total estimated contract revenue, less the cumulative revenue recognized in prior periods. The profit recorded on a contract using this method is equal to the current estimated total profit margin multiplied by the cumulative revenue recognized, less the amount of cumulative profit previously recorded for the contract in prior periods. Accounting for the sales and profits on performance obligations for which progress is measured using the cost-to-cost method relies on the substantial use of estimates, these projections may be revised throughout the life of a contract. Components of this formula and ratio that may be estimated include gross profit margin and total costs at completion. The cost performance and estimates to complete long-term contracts are reviewed, at a minimum, on a quarterly basis, as well as when information becomes available that would necessitate a review of the current estimate. Adjustments to estimates for a contract's estimated costs at completion and estimated profit or loss are often required as experience is gained, more information is obtained (even though the scope of work required under the contract may or may not change) and contract modifications occur. The impact of such adjustments to estimates is made on a cumulative basis in the period when such information has become known. The 2020, 2019, and 2018 income from operations included net favorable/(unfavorable) catch-up adjustments approximating $(10,650) , $(4,500) and $1,400 , respectively. Gross profit is impacted by a variety of factors, including the mix of products, systems and services, production efficiencies, price competition and general economic conditions. Under fixed-price contracts, the Company agrees to perform the specified work for a pre-determined price. To the extent actual costs vary from the estimates upon which the price was negotiated, more or less profit will be generated, or a loss could be incurred. Cost-reimbursable type contracts provide for the payment of allowable costs incurred on the contract plus the estimated profit on those costs. The estimated profit on a cost-reimbursable contract may be fixed or variable based on the contractual fee arrangement. We provide our products and services under cost-plus-fixed-fee arrangements. The fixed fee is negotiated at the inception of the contract and that fixed-fee does not vary with actual costs. For contracts in which anticipated total costs exceed the total expected revenue, an estimated loss is recognized in the period when identifiable. A provision for the entire amount of the estimated loss is recorded on a cumulative basis. The estimated remaining costs to complete loss contracts as of September 30, 2020 was $10,800 and is recorded as a reduction to gross margin on the Consolidated Statements of Operations and Comprehensive Income (Loss). This loss had an immaterial impact on Griffon's Consolidated Financial Statements. Contract modifications routinely occur to account for changes in contract specifications or requirements. Depending on the nature of the modification, we consider whether to account for the modification as an adjustment to the existing contract or as a separate contract. Contract modifications for goods or services that are not distinct are accounted for as part of the existing contract on a cumulative catch-up basis. From time to time, Telephonics may combine contracts if they are negotiated together, have specific requirements to combine, or are otherwise closely related. Transaction Price Allocated to the Remaining Performance Obligations On September 30, 2020, we had $380,000 of remaining performance obligations, which we also refer to as total backlog. We expect to recognize approximately 67% of our remaining performance obligations as revenue within one year, with the balance to be completed thereafter. Backlog represents the dollar value of funded orders for which work has not been performed. Backlog generally increases with bookings, and converts into revenue as we incur costs related to contractual commitments or the shipment of product. Given the nature of our business and a larger dependency on international customers, our bookings, and therefore our backlog, is impacted by the longer maturation cycles resulting in delays in the timing and amounts of such awards, which are subject to numerous factors, including fiscal constraints placed on customer budgets; political uncertainty; the timing of customer negotiations; and the timing of governmental approvals. Contract Balances Contract assets were $84,426 as of September 30, 2020 compared to $105,111 as of September 30, 2019. The $20,685 decrease in our contract assets balance was primarily due to the timing of billings and work performed on various radar and surveillance programs. Contract assets primarily relate to the Company's right to consideration for work completed but not billed at the reporting date and are recorded in Contract assets, net of progress payments in the Consolidated Balance Sheets. Contract assets are transferred to receivables when the right to consideration becomes unconditional. Contract costs and recognized income not yet billed consists of amounts accounted for under the percentage of completion method of accounting, recoverable costs and accrued profit that cannot yet be invoiced under the terms of certain long-term contracts. Amounts will be invoiced when applicable contract terms, such as the achievement of specified milestones or product delivery, are met. At September 30, 2020 and 2019, approximately $7,500 and $13,100 , respectively, of contract assets were expected to be collected after one year. Contract liabilities were $24,386 as of September 30, 2020 compared to $26,259 as of September 30, 2019. The $1,873 |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Griffon accounts for acquisitions under the acquisition method, in which assets acquired and liabilities assumed are recorded at fair value as of the date of acquisition using a method substantially similar to the goodwill impairment test methodology (level 3 inputs). The operating results of the acquired companies are included in Griffon’s consolidated financial statements from the date of acquisition in each instance. On November 29, 2019, AMES acquired 100% of the outstanding stock of Vatre Group Limited ("Apta"), a leading United Kingdom supplier of innovative garden pottery and associated products sold to leading UK and Ireland garden centers for approximately $10,500 (GBP 8,750 ), inclusive of a post-closing working capital adjustment, net of cash acquired. This acquisition broadens AMES' product offerings in the UK market and increases its in-country operational footprint. The excess of the purchase price over the fair value of the net tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. The purchase price was primarily allocated to goodwill of GBP 3,449 , acquired intangible assets of GBP 3,454 , inventory of GBP 2,914 , accounts receivable and other assets of GBP 2,492 and accounts payable and other accrued liabilities of GBP 3,765 . On June 4, 2018, Clopay completed the acquisition of 100% of the outstanding stock of CornellCookson, a leading US manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional and retail use, for approximately $180,000 , excluding the estimated present value of tax benefits, and $12,426 of post-closing adjustments, primarily consisting of a working capital adjustment. CornellCookson revenue in 2018 was $66,654 . The acquisition of CornellCookson substantially expanded Clopay’s non-residential product offerings, and added an established professional dealer network focused on rolling steel door and grille products for commercial, industrial, institutional and retail use. CornellCookson’s accounts, affected for adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations are included in the Company’s consolidated financial statements from the date of acquisition. The Company has recorded an allocation of the purchase price to the Company’s tangible and identifiable intangible assets acquired and liabilities assumed based on their fair market values (level 3 inputs) at the acquisition date. The excess of the purchase price over the fair value of the net tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. Goodwill recognized at the acquisition date represents the other intangible benefits that the Company will derive from the ownership of CornellCookson, however, such intangible benefits do not meet the criteria for recognition of separately identifiable intangible assets. The calculation of the purchase price allocation is as follows: Accounts receivable (1) $ 30,400 Inventories (2) 12,336 Property, plant and equipment 49,426 Goodwill 43,183 Intangible assets 67,600 Other current and non-current assets 2,648 Total assets acquired 205,593 Accounts payable and accrued liabilities 12,507 Long-term liabilities 660 Total liabilities assumed 13,167 Total $ 192,426 (1) Includes $30,818 of gross accounts receivable of which $418 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $13,434 of gross inventory of which $1,098 was reserved for obsolete items. The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the CornellCookson acquisition are as follows: Average Goodwill $ 43,183 N/A Indefinite-lived intangibles 53,500 N/A Definite-lived intangibles 14,100 12 Total goodwill and intangible assets $ 110,783 On February 13, 2018, AMES acquired 100% of the outstanding stock of Kelkay Limited ("Kelkay"), a leading United Kingdom manufacturer and distributor of decorative outdoor landscaping products sold to garden centers, retailers and grocers in the UK and Ireland for $56,118 (GBP 40,452 ), subject to contingent consideration of up to GBP 7,000 , of which approximately GBP 2,200 was earned. This acquisition broadened AMES' product offerings in the market and increased its in-country operational footprint. The purchase price was primarily allocated to tradenames of GBP 19,000 , customer related intangibles of GBP 6,640 , accounts receivable and inventory of GBP 8,894 and fixed assets and land of GBP 8,241 . On November 6, 2017, AMES acquired substantially all of the assets of Harper Brush Works ("Harper"), a division of Horizon Global, for $4,383 , inclusive of post-closing adjustments. Harper is a leading U.S. manufacturer of cleaning products for professional, home, and industrial use. The acquisition expanded AMES’ long-handled tool offering in North America to include brooms, brushes, and other cleaning tools and accessories. The purchase price was primarily allocated to intangible assets of $2,300 , inventory and accounts receivable of $3,900 and fixed assets of $900 . On October 2, 2017, Griffon Corporation completed the acquisition of 100% of the outstanding equity interests of ClosetMaid, a market leader of home storage and organization products, for approximately $185,700 , inclusive of certain post-closing adjustments and excluding the present value of net tax benefits resulting from the transaction. The acquisition of ClosetMaid expanded Griffon’s Home and Building Products segment into the highly complementary home storage and organization category with a leading brand and product portfolio. ClosetMaid's accounts, affected for adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s consolidated financial statements from the date of acquisition. The Company has recorded an allocation of the purchase price to the Company’s tangible and identifiable intangible assets acquired and liabilities assumed based on their fair market values (level 3 inputs) at the acquisition date. The excess of the purchase price over the fair value of the net tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. Goodwill recognized at the acquisition date represents the other intangible benefits that the Company will derive from the ownership of ClosetMaid, however, such intangible benefits do not meet the criteria for recognition of separately identifiable intangible assets. The calculation of the purchase price allocation is as follows: Accounts receivable (1) $ 32,234 Inventories (2) 28,411 Property, plant and equipment 47,464 Goodwill 70,159 Intangible assets 74,580 Other current and non-current assets 3,852 Total assets acquired 256,700 Accounts payable and accrued liabilities 68,251 Long-term liabilities 2,720 Total liabilities assumed 70,971 Total $ 185,729 (1) Includes $32,956 of gross accounts receivable of which $722 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $1,500 in inventory basis step-up, which was charged to cost of goods sold over the inventory turns of the acquired entity. The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the ClosetMaid acquisition are as follows: Average Goodwill $ 70,159 N/A Indefinite-lived intangibles 47,740 N/A Definite-lived intangibles 26,840 21 Total goodwill and intangible assets $ 144,739 During the year ended September 30, 2020, SG&A included acquisition costs of $2,960 . There were no acquisition-related costs in 2019. In 2018, SG&A and Cost of goods and services included $6,097 and $1,500 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES The following table details the components of inventory: At September 30, At September 30, Raw materials and supplies $ 135,083 $ 121,791 Work in process 81,624 93,830 Finished goods 197,118 226,500 Total $ 413,825 $ 442,121 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT The following table details the components of property, plant and equipment, net: At September 30, At September 30, Land, building and building improvements $ 167,005 $ 133,036 Machinery and equipment 595,126 580,698 Leasehold improvements 53,386 49,808 815,517 763,542 Accumulated depreciation and amortization (471,553 ) (426,216 ) Total $ 343,964 $ 337,326 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLES | GOODWILL AND OTHER INTANGIBLES Griffon usually performs its annual goodwill impairment testing in the fourth quarter of each year. In addition to the annual impairment test, the Company is required to regularly assess whether a triggering event has occurred which would require interim impairment testing. Given the general deterioration in economic and market conditions surrounding the COVID-19 pandemic, the Company considered the impact that the COVID-19 pandemic may have on its near and long-term forecasts and completed an interim impairment test as of March 31, 2020. The Company determined that there was no impairment to either its goodwill or indefinite-lived intangible assets at March 31, 2020. As of September 30, 2020 , the Company performed a qualitative assessment and determined it was not more likely than not that the fair value of any of its reporting units or its indefinite-lived intangible assets was less than their carrying values. Based upon the results of the annual impairment qualitative review, it was determined that the fair value of each reporting unit substantially exceeded the carrying value of the assets, as performed under step one, and no impairment existed. See Note 1, Description of Business and Summary of Significant Accounting Policies, for a description of the Company's goodwill and indefinite-lived intangible impairment testing methodology. The following table provides changes in carrying value of goodwill by segment through the year ended September 30, 2020 : At September 30, Goodwill from acquisitions Reallocation of Goodwill (1) Foreign currency translation adjustments At September 30, Goodwill from acquisitions Foreign currency translation adjustments At September 30, Consumer and Professional Products $ 378,046 $ — $ (148,076 ) $ (2,701 ) $ 227,269 $ 4,451 $ 1,125 $ 232,845 Home and Building Products 42,804 300 148,076 73 191,253 — — 191,253 Defense Electronics 18,545 — — — 18,545 — — 18,545 Total $ 439,395 $ 300 $ — $ (2,628 ) $ 437,067 $ 4,451 $ 1,125 $ 442,643 (1) In accordance with the guidance set forth in ASC 350, and in connection with the modification of the Company's reportable segment structure, using a relative fair value approach, the Company reallocated $148,076 of goodwill between the CPP and HBP segments. The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset: At September 30, 2020 At September 30, 2019 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships & other $ 185,940 $ 66,656 23 $ 183,515 $ 57,783 Unpatented technology 19,464 8,360 13 19,167 7,329 Total amortizable intangible assets 205,404 75,016 202,682 65,112 Trademarks 224,640 — 219,069 — Total intangible assets $ 430,044 $ 75,016 $ 421,751 $ 65,112 Amortization expense for intangible assets subject to amortization was $9,590 , $9,922 and $9,070 in 2020, 2019 and 2018, respectively. Amortization expense for each of the next five years and thereafter, based on current intangible balances and classifications, is estimated as follows: 2021 - $9,443 ; 2022 - $9,436 ; 2023 - $9,357 ; 2024 - $9,331 and 2025 - $9,331 ; thereafter - $83,490 . |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS During 2019, Griffon recorded an $11,050 charge ( $8,335 , net of tax) to discontinued operations. The charge consisted primarily of a purchase price adjustment to resolve a claim related to the $465,000 Plastics divestiture and included an additional reserve for a legacy environmental matter. The following amounts summarize the total assets and liabilities of Plastics and Installation Services and other discontinued activities which have been segregated from Griffon’s continuing operations and are reported as assets and liabilities of discontinued operations in the consolidated balance sheets: At September 30, At September 30, Assets of discontinued operations: Prepaid and other current assets $ 2,091 $ 321 Other long-term assets 6,406 2,888 Total assets of discontinued operations $ 8,497 $ 3,209 Liabilities of discontinued operations: Accrued liabilities, current $ 3,797 $ 4,333 Other long-term liabilities 7,014 3,331 Total liabilities of discontinued operations $ 10,811 $ 7,664 At September 30, 2020 , Griffon’s liabilities for Plastics, Installations Services and other discontinued operations primarily related to insurance claims, income taxes and product liability, warranty and environmental reserves totaling liabilities of approximately $10,811 . The increase in assets and liabilities were primarily associated with insurance claims receivable and payable. Plastics On November 16, 2017, Griffon announced it entered into a definitive agreement to sell Plastics and on February 6, 2018, completed the sale to Berry for approximately $465,000 , net of certain post-closing adjustments. As a result, Griffon classified the results of operations of the Plastics business as discontinued operations in the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations in the consolidated balance sheets. Plastics is a global leader in the development and production of embossed, laminated and printed specialty plastic films for hygienic, health-care and industrial products and sells to some of the world's largest consumer products companies. In connection with the sale of Plastics, the Company recorded a $9,500 post-closing adjustment ( $7,085 , net of tax) during 2019 and recorded a gain on sale of $112,964 ( $81,041 , net of tax) during 2018. The following amounts related to the Plastics segment have been segregated from Griffon's continuing operations and are reported as discontinued operations: For the Year Ended September 30, 2019 2018 Revenue $ — $ 166,262 Cost of goods and services — 132,100 Gross profit — 34,162 Selling, general and administrative expenses 9,500 26,303 Restructuring charges — — Total operating expenses 9,500 26,303 Income from discontinued operations (9,500 ) 7,859 Other income (expense) Gain on sale of business — 112,964 Interest expense, net — (155 ) Other, net — (687 ) Total other income (expense) — 112,122 Income from operations of discontinued operations (9,500 ) 119,981 Installation Services and Other Discontinued Activities There was no reported revenue in 2020, 2019 and 2018. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES The following table details the components of accrued liabilities: At September 30, At September 30, Compensation $ 83,308 $ 61,639 Interest 4,371 4,501 Warranties and rebates 18,687 13,171 Insurance 10,997 11,996 Rent, utilities and freight 8,816 5,326 Income and other taxes 14,707 7,814 Marketing and advertising 7,968 4,417 Restructuring 2,965 — Other 19,753 15,801 Total $ 171,572 $ 124,665 |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 12 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING CHARGES | RESTRUCTURING CHARGES In September 2020, Telephonics initiated a Voluntary Employee Retirement Plan, which was subsequently followed by a reduction in force in November 2020, to improve efficiencies by combining functions and responsibilities. The combined actions are expected to incur severance charges of approximately $4,500 , with $2,120 recognized in the fourth quarter, and the balance to be recognized in the first quarter of 2021. At the conclusion of these actions, headcount is expected to be reduced by approximately 90 people. In addition, during fiscal 2020 Telephonics commenced a facility project to consolidate three Long Island based facilities into two company owned facilities with a total cost of approximately $4.0 million primarily comprised of capital expenditures in 2021. In November 2019, Griffon announced the development of a next-generation business platform for CPP to enhance the growth, efficiency, and competitiveness of its U.S. operations, and on November 12, 2020, Griffon announced that CPP is broadening this strategic initiative to include additional North American facilities, the AMES UK and Australia businesses, and a manufacturing facility in China. The expanded focus of this initiative leverages the same three key development areas being executed within our U.S. operations. First, multiple independent information systems will be unified into a single data and analytics platform, which will serve the whole AMES global enterprise. Second, certain AMES global operations will be consolidated to optimize facilities footprint and talent. Third, strategic investments in automation and facilities expansion will be made to increase the efficiency of our manufacturing and fulfillment operations, and support e-commerce growth. The cost to implement this new business platform, over the five years duration of the project, will include approximately $65,000 (increased from $35,000 ) of one-time charges and approximately $65,000 (increased from $40,000 ) in capital investments. The one-time charges are comprised of $46,000 of cash charges, which includes $26,000 of personnel-related costs such as training, severance, and duplicate personnel costs as well as $20,000 of facility and lease exit costs. The remaining $19,000 of charges are non-cash and are primarily related to asset write-downs. In the year ended September 30, 2020, CPP incurred pre-tax restructuring and related exit costs approximating $13,669 . For the year ended September 30, 2020, cash charges totaled $8,977 and non-cash, asset-related charges totaled $4,692 ; the cash charges included $5,620 for one-time termination benefits and other personnel-related costs and $3,357 for facility exit costs. Non-cash charges included a $1,968 impairment charge related to a facility’s operating lease as well as $671 of leasehold improvements made to the leased facility and $304 of inventory that have no recoverable value, and a $1,749 impairment charge related to machinery and equipment that have no recoverable value at one of the Company's owned manufacturing locations. As a result of these transactions, headcount was reduced by 167 . A summary of the restructuring and other related charges included in Cost of goods and services and Selling, general and administrative expenses in the Company's Consolidated Statements of Operations were as follows: For the Year Ended September 30, 2020 Cost of goods and services $ 4,159 Selling, general and administrative expenses 11,630 Total restructuring charges $ 15,789 For the Year Ended September 30, 2020 Personnel related costs $ 7,740 Facilities, exit costs and other 3,357 Non-cash facility and other 4,692 Total $ 15,789 The following table summarizes the accrued liabilities of the Company's restructuring actions: Cash Charges Cash Charges Non Cash Charges Personnel related costs Facilities & Facility and Other Costs Total Accrued liability at September 30, 2019 $ — $ — $ — $ — Charges 7,740 3,357 4,692 15,789 Payments (5,039 ) (3,093 ) — (8,132 ) Non-cash charges (1) — $ — (4,692 ) (4,692 ) Accrued liability at September 30, 2020 $ 2,701 $ 264 $ — $ 2,965 (1) Non-cash charges in Facility and Other Costs primarily represent the non-cash write-off of certain long-lived assets in connection with certain facility closures. |
WARRANTY LIABILITY
WARRANTY LIABILITY | 12 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
WARRANTY LIABILITY | WARRANTY LIABILITY DE offers warranties against product defects for periods generally ranging from one to two years , depending on the specific product and terms of the customer purchase agreement. CPP and HBP also offers warranties against product defects for periods generally ranging from one to ten years, with limited lifetime warranties on certain door models. Typical warranties require CPP, HBP and DE to repair or replace the defective products during the warranty period at no cost to the customer. At the time revenue is recognized, Griffon records a liability for warranty costs, estimated based on historical experience, and periodically assesses its warranty obligations and adjusts the liability as necessary. CPP offers an express limited warranty for a period of ninety days on all products from the date of the original purchase unless otherwise stated on the product or packaging from the date of original purchase. Changes in Griffon’s warranty liability, included in Accrued liabilities, were as follows: Years Ended September 30, 2020 2019 Balance, beginning of period $ 7,894 $ 8,174 Warranties issued and changes in estimated pre-existing warranties 20,474 16,938 Actual warranty costs incurred (17,525 ) (17,218 ) Balance, end of period $ 10,843 $ 7,894 |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Debt at September 30, 2020 and 2019 consisted of the following: At September 30, 2020 Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Senior notes due 2028 (a) $ 1,000,000 $ 363 $ (15,376 ) $ 984,987 5.75 % Revolver due 2025 (b) 12,858 — (2,209 ) 10,649 Variable Finance lease - real estate (e) 17,218 — (30 ) 17,188 Variable Non U.S. lines of credit (f) — — (30 ) (30 ) Variable Non U.S. term loans (f) 31,086 — (160 ) 30,926 Variable Other long term debt (g) 3,260 — (16 ) 3,244 Variable Totals 1,064,422 363 (17,821 ) 1,046,964 less: Current portion (9,922 ) — — (9,922 ) Long-term debt $ 1,054,500 $ 363 $ (17,821 ) $ 1,037,042 At September 30, 2019 Outstanding Balance Original Issuer Premium Capitalized Balance Sheet Coupon Interest Rate Senior notes due 2022 (a) $ 1,000,000 $ 867 $ (9,175 ) $ 991,692 5.25 % Revolver due 2021 (b) 50,000 — (1,243 ) 48,757 Variable Finance lease - real estate (e) 4,388 — (55 ) 4,333 5.00 % Non U.S. lines of credit (f) 17,576 — (45 ) 17,531 Variable Non U.S. term loans (f) 36,977 — (188 ) 36,789 Variable Other long term debt (g) 5,190 — (18 ) 5,172 Variable Totals 1,114,131 867 (10,724 ) 1,104,274 less: Current portion (10,525 ) — — (10,525 ) Long-term debt $ 1,103,606 $ 867 $ (10,724 ) $ 1,093,749 Interest expense consists of the following for 2020, 2019 and 2018. Year Ended September 30, 2020 Effective Interest Rate Cash Interest Amort. Debt Premium Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2028 (a) 5.90 % $ 32,511 $ — $ 1,072 $ 33,583 Senior notes due 2022 (a) 5.67 % $ 22,816 $ 122 $ 1,735 $ 24,673 Revolver due 2025 (b) Variable 5,866 — 635 6,501 Finance lease - real estate (e) Variable 386 — 25 411 Non U.S. lines of credit (f) Variable 12 — 15 27 Non U.S. term loans (f) Variable 975 — 55 1,030 Other long term debt (g) Variable 445 — 2 447 Capitalized interest (128 ) — — (128 ) Totals $ 62,883 $ 122 $ 3,539 $ 66,544 Year Ended September 30, 2019 Effective Interest Rate Cash Interest Amort. Debt Premium Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2022 (a) 5.66 % $ 52,500 $ 270 $ 3,803 $ 56,573 Revolver due 2025 (b) Variable 6,998 — 980 7,978 ESOP Loans (d) 6.3 % 937 — 186 1,123 Finance lease - real estate (e) Variable 372 — 25 397 Non U.S. lines of credit (f) Variable 19 — 15 34 Non U.S. term loan (f) Variable 1,592 — 109 1,701 Other long term debt (g) Variable 640 — 5 645 Capitalized interest (385 ) — — (385 ) Totals $ 62,673 $ 270 $ 5,123 $ 68,066 Year Ended September 30, 2018 Effective Interest Rate Cash Interest Amort. Debt Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2022 (a) 5.66 % $ 52,500 $ 270 $ 3,803 $ 56,573 Revolver due 2025 (b) Variable 3,718 — 565 4,283 Real estate mortgages (c) 6.3 % 1,802 — 124 1,926 ESOP Loans (d) 3.3 % 349 — 320 669 Finance lease - real estate (e) Variable 581 — 25 606 Non U.S. lines of credit (f) Variable 34 — 15 49 Non U.S. term loan (f) Variable 1,420 — 90 1,510 Other long term debt (g) Variable 494 — 7 501 Capitalized interest (549 ) — — (549 ) Totals $ 60,349 $ 270 $ 4,949 $ 65,568 Minimum payments under debt agreements for the next five years are as follows: $9,922 in 2021 , $12,667 in 2022 , $16,124 in 2023 , $1,730 in 2024 , $14,628 in 2025 and $1,009,351 thereafter. (a) On June 22, 2020, in an unregistered offering through a private placement, Griffon completed the add-on offering of $150,000 principal amount of its 5.75% senior notes due 2028, at 100.25% of par, to Griffon's previously issued $850,000 principal amount of its 5.75% senior notes due 2028, at of par, completed on February 19, 2020 (collectively, the "Senior Notes"). Proceeds from the Senior Notes were used to redeem the $1,000,000 of 5.25% senior notes due 2022 (the "2022 Senior Notes"). As of September 30, 2020, outstanding Senior Notes due totaled $1,000,000 ; interest is payable semi-annually on March 1 and September 1. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On April 22, 2020 and August 3, 2020, Griffon exchanged substantially all of the Senior Notes for substantially identical Senior Notes registered under the Securities Act of 1933, as amended (the "Securities Act"), via an exchange offer. The fair value of the 2028 Senior Notes approximated $1,040,000 on September 30, 2020 based upon quoted market prices (level 1 inputs). In connection with these transactions, Griffon capitalized $16,448 of underwriting fees and other expenses incurred related to the issuance and exchange of the Senior Notes, which will amortize over the term of such notes, and, at September 30, 2020, $15,376 remained to be amortized. Furthermore, all of the obligations associated with the 2022 Senior Notes were discharged. Additionally, Griffon recognized a $7,925 loss on the early extinguishment of debt of the 5.25% $1,000,000 2022 Senior Notes, comprised primarily of the write-off of $6,725 of remaining deferred financing fees, $607 of tender offer net premium expense and $593 of redemption interest expense. (b) On January 30, 2020, Griffon amended its Credit Agreement to increase the maximum borrowing availability from $350,000 to $400,000 , extend its maturity from March 22, 2021 to March 22, 2025 and modify certain other provisions of the facility. The facility includes a letter of credit sub-facility with a limit of $100,000 (increased from $50,000 ); and a multi-currency sub-facility of $100,000 . The Credit Agreement provides for same day borrowings of base rate loans. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time. Interest is payable on borrowings at either a LIBOR or base rate benchmark rate, plus an applicable margin, which adjusts based on financial performance. Current margins are 0.75% for base rate loans and 1.75% for LIBOR loans. The Credit Agreement has certain financial maintenance tests including a maximum total leverage ratio, a maximum senior secured leverage ratio and a minimum interest coverage ratio, as well as customary affirmative and negative covenants and events of default. The negative covenants place limits on Griffon's ability to, among other things, incur indebtedness, incur liens, and make restricted payments and investments. Borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors, and a pledge of not greater than 65% of the equity interest in Griffon’s material, first-tier foreign subsidiaries. At September 30, 2020 , under the Credit Agreement, there were $12,858 in outstanding borrowings; outstanding standby letters of credit were $16,867 ; and $370,275 was available, subject to certain loan covenants, for borrowing at that date. (c) In September 2015 and March 2016, Griffon entered into mortgage loans in the amount of $32,280 and $8,000 , respectively, that were due to mature in September 2025 and April 2018, respectively. The mortgage loans were secured and collateralized by four properties occupied by Griffon's subsidiaries and were guaranteed by Griffon. The loans had an interest at a rate of LIBOR plus 1.50% . The loans were paid off during 2018. (d) In August 2016 and as amended on June 30, 2017, Griffon’s ESOP entered into a Term Loan with a bank (the "ESOP Agreement"). The Term Loan interest rate was LIBOR plus 3.00% . The Term Loan required quarterly principal payments of $569 with a balloon payment due at maturity. The Term Loan was secured by shares purchased with the proceeds of the loan and with a lien on a specific amount of Griffon assets (which ranked pari passu with the lien granted on such assets under the Credit Agreement) and was guaranteed by Griffon. On March 13, 2019, the ESOP Term Loan was refinanced with an internal loan from Griffon which was funded with cash and a draw under its Credit Agreement. The internal loan interest rate is fixed at 2.91% , matures in June 2033 and requires quarterly payments of principal, currently $635 , and interest. The internal loan is secured by shares purchased with the proceeds of the loan. The amount outstanding on the internal loan at September 30, 2020 was $29,878 . (e) Two Griffon subsidiaries have finance leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2025, respectively, and bear interest at fixed rates of approximately 5.0% and 5.6% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five-year renewal options. As of September 30, 2020, $17,188 was outstanding, net of issuance costs. Refer to Note 22 - Leases for further details. (f) In November 2012, Garant G.P. (“Garant”), a Griffon subsidiary, entered into a CAD 15,000 ( $11,210 as of September 30, 2020) revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 1.44% LIBOR USD and 1.55% Bankers Acceptance Rate CDN as of September 30, 2020 ). The revolving facility matures in October 2022. Garant is required to maintain a certain minimum equity. As of September 30, 2020 , there were no borrowings under the revolving credit facility with CAD 15,000 ( $11,210 as of September 30, 2020 ) available for borrowing. In July 2016, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries ("Griffon Australia") entered into an AUD 29,625 term loan, AUD 20,000 revolver and AUD 10,000 receivable purchase facility agreement; the agreement was amended in March 2019. As amended, the term loan requires quarterly principal payments of AUD 1,250 plus interest with a balloon payment of AUD 9,625 due upon maturity in March 2022, and accrues interest at Bank Bill Swap Bid Rate “BBSY” plus 1.95% per annum ( 2.09% at September 30, 2020 ). During the year ended September 30, 2020, the term loan balance was reduced by AUD 5,000 from AUD 23,375 to AUD 18,375 with proceeds from an AUD 5,000 increase in the commitment of the receivables purchase line from AUD 10,000 to AUD 15,000 . As of September 30, 2020 , the term loan had an outstanding balance of AUD 15,875 ( $11,287 as of September 30, 2020). The revolving facility and receivable purchase facility mature in March 2022, but are renewable upon mutual agreement with the lender. The revolving facility and receivable purchase facility accrue interest at BBSY plus 1.9% and 1.35% , respectively, per annum ( 2.04% and 1.49% , respectively, at September 30, 2020). At September 30, 2020, there were no balances outstanding under the revolver and the receivable purchase facility. The revolver, receivable purchase facility and term loan are all secured by substantially all of the assets of Griffon Australia and its subsidiaries. Griffon Australia is required to maintain a certain minimum equity level and is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. In July 2018, the AMES Companies UK Ltd and its subsidiaries (collectively, "Ames UK") entered into a GBP 14,000 term loan, GBP 4,000 mortgage loan and GBP 5,000 revolver. The term loan and mortgage loan require quarterly principal payments of GBP 438 and GBP 105 plus interest, respectively, and have balloon payments due upon maturity, July 2023, of GBP 7,088 and GBP 2,349 , respectively. The term loan and mortgage loan accrue interest at the GBP LIBOR Rate plus 2.25% and 1.8% , respectively ( 2.30% and 1.85% at September 30, 2020, respectively). The revolving facility matures in May 2021, but is renewable upon mutual agreement with the lender, and accrues interest at the Bank of England Base Rate plus 1.5% ( 1.85% as of September 30, 2020). As of September 30, 2020, the revolver had no outstanding balance while the term and mortgage loan balances amounted to GBP 15,398 ( $19,799 as of September 30, 2020). The revolver and the term loan are both secured by substantially all of the assets of AMES UK and its subsidiaries. AMES UK is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. An invoice discounting arrangement was canceled and replaced by the above loan facilities. (g) Other long-term debt primarily consists of a loan with the Pennsylvania Industrial Development Authority, with the balance consisting of capital leases. At September 30, 2020 , Griffon and its subsidiaries were in compliance with the terms and covenants of its credit and loan agreements. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Griffon offers defined contribution plans to most of its U.S. employees. In addition to employee contributions to the plans, Griffon makes contributions based upon various percentages of compensation and/or employee contributions, which were $11,956 in 2020 , $11,788 in 2019 and $11,053 in 2018. The Company also provides healthcare and life insurance benefits for certain groups of retirees through several plans. For certain employees, the benefits are at fixed amounts per retiree and are partially contributory by the retiree. The post-retirement benefit obligation was $1,833 and $1,852 as of September 30, 2020 and 2019 . The accumulated other comprehensive income (loss) for these plans was $(196) and ($146) as of September 30, 2020 and 2019 , respectively, and the 2020 and 2019 benefit expense was $46 and $50 , respectively. It is the Company’s practice to fund these benefits as incurred. Griffon also has qualified and non-qualified defined benefit plans covering certain employees with benefits based on years of service and employee compensation. Over time, these amounts will be recognized as part of net periodic pension costs in the Consolidated Statements of Operations and Comprehensive Income (Loss). Griffon is responsible for overseeing the management of the investments of the qualified defined benefit plan and uses the services of an investment manager to manage these assets based on agreed upon risk profiles. The primary objective of the qualified defined benefit plan is to secure participant retirement benefits. As such, the key objective in this plan’s financial management is to promote stability and, to the extent appropriate, growth in the funded status. Financial objectives are established in conjunction with a review of current and projected plan financial requirements. The fair values of a majority of the plan assets were determined by the plans’ trustee using quoted market prices for identical instruments (level 1 inputs) as of September 30, 2020 and 2019. The fair value of various other investments was determined by the plan’s trustee using direct observable market corroborated inputs, including quoted market prices for similar assets (level 2 inputs). A small amount of plan assets are invested in private equity which consist primarily of investments in private companies which are valued using the net asset values provided by the underlying private investment companies as a practical expedient (level 3 inputs). The Clopay AMES Pension Plan and the AMES supplemental executive retirement plan are frozen to new entrants and participants in the plans no longer accrue benefits. The Company’s non-service cost components of net periodic benefit plan cost was a benefit of $1,559 , $3,148 and $3,649 during 2020, 2019, and 2018 respectively. Griffon uses judgment to establish the assumptions used in determining the future liability of the plan, as well as the investment returns on the plan assets. The expected return on assets assumption used for pension expense was developed through analysis of historical market returns, current market conditions and past experience of plan investments. The long-term rate of return assumption represents the expected average rate of earnings on the funds invested, or to be invested, to provide for the benefits included in the benefit obligations. The assumption is based on several factors including historical market index returns, the anticipated long-term asset allocation of plan assets and the historical return. The discount rate assumption is determined by developing a yield curve based on high quality bonds with maturities matching the plans’ expected benefit payment stream. The plans’ expected cash flows are then discounted by the resulting year-by-year spot rates. A 10% change in the discount rate or return on assets would not have a material effect on the financial statements of Griffon. Net periodic costs (benefits) were as follows: Defined Benefits for the Years Ended September 30, Supplemental Benefits for the Years Ended September 30, 2020 2019 2018 2020 2019 2018 Net periodic (benefits) costs: Interest cost $ 4,267 $ 5,778 $ 5,084 $ 335 $ 503 $ 544 Expected return on plan assets (10,343 ) (10,331 ) (10,736 ) — — — Amortization of: Prior service costs — — — 14 14 14 Actuarial loss 3,769 630 755 399 258 628 Total net periodic (benefits) costs $ (2,307 ) $ (3,923 ) $ (4,897 ) $ 748 $ 775 $ 1,186 The tax benefits in 2020 , 2019 and 2018 for the amortization of pension costs in Other comprehensive income (loss) were $878 , $221 and $342 , respectively. The estimated net actuarial loss and prior service cost that will be amortized from AOCI into Net periodic pension cost during 2021 is $6,277 and $15 , respectively. The weighted-average assumptions used in determining the net periodic (benefits) costs were as follows: Defined Benefits for the Years Ended September 30, Supplemental Benefits for the Years Ended September 30, 2020 2019 2018 2020 2019 2018 Discount rate 2.92 % 4.10 % 3.64 % 2.64 % 3.99 % 3.18 % Expected return on assets 7.00 % 7.00 % 7.25 % — % — % — % Plan assets and benefit obligation of the defined and supplemental benefit plans were as follows: Defined Benefits at September 30, Supplemental Benefits at September 30, 2020 2019 2020 2019 Change in benefit obligation: Benefit obligation at beginning of fiscal year $ 177,797 $ 161,328 $ 16,180 $ 15,718 Interest cost 4,267 5,778 335 503 Benefits paid (10,747 ) (10,790 ) (1,939 ) (1,942 ) Actuarial (gain) loss 11,686 21,481 1,494 1,901 Benefit obligation at end of fiscal year 183,003 177,797 16,070 16,180 Change in plan assets: Fair value of plan assets at beginning of fiscal year 145,610 150,680 — — Actual return on plan assets 4,261 2,606 — — Company contributions 8,021 3,114 1,939 1,942 Benefits paid (10,747 ) (10,790 ) (1,939 ) (1,942 ) Fair value of plan assets at end of fiscal year 147,145 145,610 — — Projected benefit obligation in excess of plan assets $ (35,858 ) $ (32,187 ) $ (16,070 ) $ (16,180 ) Amounts recognized in the statement of financial position consist of: Accrued liabilities $ — $ — $ (1,891 ) $ (1,906 ) Other liabilities (long-term) (35,858 ) (32,187 ) (14,179 ) (14,279 ) Total Liabilities (35,858 ) (32,187 ) (16,070 ) (16,185 ) Net actuarial losses 61,666 47,663 7,700 6,609 Prior service cost — — — 14 Deferred taxes (12,950 ) (17,098 ) (1,617 ) (2,374 ) Total Accumulated other comprehensive loss, net of tax 48,716 30,565 6,083 4,249 Net amount recognized at September 30, $ 12,858 $ (1,622 ) $ (9,987 ) $ (11,936 ) Accumulated benefit obligations $ 183,003 $ 177,797 $ 16,070 $ 16,180 Information for plans with accumulated benefit obligations in excess of plan assets: ABO $ 183,003 $ 177,797 $ 16,070 $ 16,180 PBO 183,003 177,797 16,070 16,180 Fair value of plan assets 147,145 145,610 — — The weighted-average assumptions used in determining the benefit obligations were as follows: Defined Benefits at September 30, Supplemental Benefits at September 30, 2020 2019 2020 2019 Weighted average discount rate 2.30 % 2.92 % 1.69 % 2.64 % Estimated future benefit payments to retirees, which reflect expected future service, are as follows: For the years ending September 30, Defined Benefits Supplemental Benefits 2021 $ 11,006 $ 1,891 2022 10,964 1,787 2023 10,945 1,679 2024 10,892 1,556 2025 10,809 1,437 2026 through 2030 52,390 5,354 During 2021, Griffon expects to contribute $1,891 in payments related to Supplemental Benefits that will be funded from the general assets of Griffon. Griffon expects to contribute $2,764 to the Defined Benefit plan in 2021 . The Clopay AMES Plan is covered by the Pension Protection Act of 2006. The Adjusted Funding Target Attainment Percent for the plan as of January 1, 2020 was 93.7% . Since the plan was in excess of the 80% funding threshold there were no plan restrictions. The expected level of 2021 catch up contributions is $2,107 . The actual and weighted-average asset allocation for qualified benefit plans were as follows: At September 30, 2020 2019 Target Cash and equivalents 0.4 % 1.9 % — % Equity securities 48.5 % 49.9 % 63.0 % Fixed income 31.9 % 29.4 % 37.0 % Other 19.2 % 18.8 % — % Total 100.0 % 100.0 % 100.0 % The following is a description of the valuation methodologies used for plan assets measured at fair value: Government and agency securities – When quoted market prices are available in an active market, the investments are classified as Level 1. When quoted market prices are not available in an active market, the investments are classified as Level 2. Equity securities – The fair values reflect the closing price reported on a major market where the individual mutual fund securities are traded in equity securities. These investments are classified within Level 1 of the valuation hierarchy. Debt securities – The fair values are based on a compilation of primarily observable market information or a broker quote in a non-active market where the individual mutual fund securities are invested in debt securities. These investments are classified within Level 1 and Level 2 of the valuation hierarchy. Commingled funds – The fair values are determined using NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the trust/entity, minus its liabilities, and then divided by the number of shares outstanding. These investments are generally classified within Level 2 or 3, as appropriate, of the valuation hierarchy and can be liquidated on demand. Interest in limited partnerships and hedge funds - One limited partnership investment is a private equity fund and the fair value is determined by the fund managers based on the net asset values provided by the underlying private investment companies as a practical expedient. These investments are classified within Level 2 of the valuation hierarchy. The following table presents the fair values of Griffon’s pension and post-retirement plan assets by asset category: At September 30, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Cash and equivalents $ 600 $ — $ — $ 600 Government agency securities 33,675 6,136 — 39,811 Debt instruments 179 2,722 — 2,901 Equity securities 68,987 — — 68,987 Commingled funds — — 9,362 9,362 Limited partnerships and hedge fund investments — 17,867 — 17,867 Other Securities 2,488 163 — 2,651 Subtotal $ 105,929 $ 26,888 $ 9,362 $ 142,179 Accrued income and plan receivables 4,966 Total $ 147,145 At September 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Cash and equivalents $ 2,791 $ — $ — $ 2,791 Government and agency securities 28,297 9,119 — 37,416 Debt instruments 182 2,996 — 3,178 Equity securities 72,517 — — 72,517 Commingled funds — — 8,776 8,776 Limited partnerships and hedge fund investments — 18,569 — 18,569 Other Securities 1,913 159 — 2,072 Subtotal $ 105,700 $ 30,843 $ 8,776 $ 145,319 Accrued income and plan receivables 291 Total $ 145,610 The following table represents level 3 significant unobservable inputs for the years ended September 30, 2020 and 2019: Significant As of October 1, 2019 $ — Purchases, issuances and settlements 7,695 Gains and losses 1,081 As of September 30, 2019 8,776 Purchases, issuances and settlements — Gains and losses 586 As of September 30, 2020 $ 9,362 Griffon has an ESOP that covers substantially all domestic employees. All U.S. employees of Griffon, who are not members of a collective bargaining unit, automatically become eligible to participate in the plan on the October 1 st following completion of one qualifying year of service (as defined in the plan). Securities are allocated to participants’ individual accounts based on the proportion of each participant’s aggregate compensation (not to exceed $285 for the plan year ended September 30, 2020 ), to the total of all participants’ compensation. Shares of the ESOP which have been allocated to employee accounts are charged to expense based on the fair value of the shares transferred and are treated as outstanding in determining earnings per share. Dividends paid on shares held by the ESOP are used to offset debt service on ESOP Loans. Dividends paid on shares held in participant accounts are utilized to allocate shares from the aggregate number of shares to be released, equal in value to those dividends, based on the closing price of Griffon common stock on the dividend payment date. Compensation expense under the ESOP was $2,878 in 2020 , $2,629 in 2019 and $9,532 in 2018, including an impact of $2,588 from the April 2018 special dividend. The cost of the shares held by the ESOP and not yet allocated to employees is reported as a reduction of Shareholders’ Equity. The fair value of the unallocated ESOP shares as of September 30, 2020 and 2019 based on the closing stock price of Griffon’s stock was $40,217 and $47,378 , respectively. The ESOP shares were as follows: At September 30, 2020 2019 Allocated shares 3,301,448 3,209,069 Unallocated shares 2,058,187 2,259,308 Total 5,359,635 5,468,377 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (“TCJA”), which significantly changed U.S. tax law. The TCJA lowered the Company’s U.S. statutory federal income tax rate from 35% to 21% effective January 1, 2018, while also imposing a deemed repatriation tax on previously deferred foreign income. The TCJA also created a new minimum tax on certain foreign earnings, for which the Company has elected to record as a current period expense when incurred. The Company computed its income tax expense for the September 30, 2018 fiscal year using a blended Federal Tax Rate of 24.5% . The 21% Federal Tax Rate applies to the fiscal year ended September 30, 2019 and each year thereafter. In accordance with U.S. GAAP for income taxes, as well as SAB 118, the Company made a reasonable estimate of the impacts of the TCJA for the year ended September 30, 2018 and recorded a $20,587 benefit on the revaluation of deferred tax liabilities as a provisional amount for the re-measurement of deferred tax assets and liabilities, as well as an amount for deductible executive compensation expense, both of which have been reflected in the tax provision for 2018. SAB 118 allows for a measurement period of up to one year from the date of enactment to complete the Company’s accounting for the impacts of the TCJA. Our analysis under SAB 118 was completed in December 2018 and resulted in no material adjustments to the provision amounts recorded as of September 30, 2018. The Company recorded a provisional transition tax charge of $13,100 net of foreign tax credits for fiscal year 2018. The Company ultimately incurred a transition tax charge of $12,699 . Under the TCJA, the Company elected to pay the transition tax interest-free over eight years and at September 30, 2020 has $8,344 remaining on this liability. During fiscal 2020, the U.S. federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). The CARES Act is an emergency economic stimulus package in response to the coronavirus outbreak which, among other things, contains numerous income tax provisions. The Company evaluated the impact of the legislation and determined that while there was an impact on the timing of certain tax payments, there is no material impact on the Company’s consolidated financial statements or related disclosures Income taxes have been based on the following components of Income before taxes from continuing operations: For the Years Ended September 30, 2020 2019 2018 Domestic $ 42,634 $ 49,723 $ 4,942 Non-U.S. 40,123 22,455 28,868 $ 82,757 $ 72,178 $ 33,810 Provision (benefit) for income taxes on income was comprised of the following from continuing operations: For the Years Ended September 30, 2020 2019 2018 Current $ 27,233 $ 28,778 $ 18,188 Deferred 2,095 (2,222 ) (17,633 ) Total $ 29,328 $ 26,556 $ 555 U.S. Federal $ 10,978 $ 14,160 $ (12,714 ) State and local 7,331 6,187 5,175 Non-U.S. 11,019 6,209 8,094 Total provision $ 29,328 $ 26,556 $ 555 Differences between the effective income tax rate applied to Income and the U.S. Federal income statutory rate from continuing operations were as follows: For the Years Ended September 30, 2020 2019 2018 U.S. Federal income tax provision (benefit) rate 21.0 % 21.0 % 24.5 % State and local taxes, net of Federal benefit 6.0 % 6.6 % 10.2 % Non-U.S. taxes - foreign permanent items and taxes 3.3 % 2.0 % 3.6 % Change in tax contingency reserves 0.1 % (0.7 )% (0.6 )% Impact of federal rate change on deferred tax balances — % — % (60.0 )% Tax Reform-Repatriation of Foreign Earnings and GILTI — % 1.0 % 61.6 % Change in valuation allowance (1.5 )% 3.3 % 13.4 % Other non-deductible/non-taxable items, net 1.4 % 3.1 % (5.2 )% Non-deductible officer's compensation 4.4 % 5.2 % 6.4 % Research and U.S. foreign tax credits 1.4 % (4.7 )% (39.4 )% Share based compensation — % 0.4 % (3.8 )% Other (0.7 )% (0.4 )% (9.1 )% Effective tax provision (benefit) rate 35.4 % 36.8 % 1.6 % The tax effect of temporary differences that give rise to future deferred tax assets and liabilities are as follows: At September 30, 2020 2019 Deferred tax assets: Bad debt reserves $ 3,980 $ 1,980 Inventory reserves 9,371 8,361 Deferred compensation (equity compensation and defined benefit plans) 18,904 16,544 Compensation benefits 5,499 5,186 Insurance reserve 1,918 1,873 Warranty reserve 3,981 2,896 Lease liabilities 43,045 — Net operating loss 9,618 11,077 Tax credits 7,031 9,373 Capital loss carryback 2,205 2,000 Interest — 5,250 Other reserves and accruals 6,094 3,738 111,646 68,278 Valuation allowance (9,824 ) (10,823 ) Total deferred tax assets 101,822 57,455 Deferred tax liabilities: Goodwill and intangibles (44,051 ) (42,477 ) Property, plant and equipment (48,172 ) (43,996 ) Right-of-use assets (41,747 ) — Other (634 ) (1,096 ) Total deferred tax liabilities (134,604 ) (87,569 ) Net deferred tax liabilities $ (32,782 ) $ (30,114 ) During the year ended September 30, 2020, the Company adopted ASU 2016-02 relating to Leases (Topic 842). Deferred tax assets and liabilities were recorded relating to the lease liabilities and the right of use assets recognized under this new standard. The Company adopted this update under the modified retrospective approach which required no adjustment to a prior period. At September 30, 2020 the corresponding deferred tax asset and liabilities were $43,045 and $41,747 , respectively. In 2020, the decrease in the valuation allowance of $999 is primarily the result of the expiration of foreign tax credits, partially offset by the generation and usage or non-usage of foreign tax credit generated during the year. The components of the net deferred tax liability, by balance sheet account, were as follows: At September 30, 2020 2019 Other assets $ 614 $ 137 Other liabilities (34,008 ) (31,141 ) Liabilities of discontinued operations 612 890 Net deferred liability $ (32,782 ) $ (30,114 ) At both September 30, 2020 and 2019 , Griffon has a policy election to indefinitely reinvest the undistributed earnings of foreign subsidiaries with operations outside the U.S. As of September 30, 2020 , we have approximately $100,102 of unremitted earnings of non-U.S. subsidiaries. The Company generates substantial cash flow in the U.S. and does not have a current need for the cash to be returned to the U.S. from the foreign entities. In the event these earnings are later remitted to the U.S., any estimated withholding tax on remittance of those earnings is expected to be immaterial to the income tax provision. At September 30, 2020 , Griffon had no loss carryforwards for U.S. tax purposes and $9,671 for non-U.S. tax purposes. At September 30, 2019 , Griffon had loss carryforwards for U.S. and non-U.S tax purposes of $5,419 and $7,413 , respectively. The non-U.S. loss carryforwards are available for carryforward indefinitely. At September 30, 2020 and 2019 , Griffon had interest expense carryforwards of $0 and $25,000 , respectively. The interest expense carryforward was utilized in September 30, 2020. At September 30, 2020 and 2019 , Griffon had state and local loss carryforwards of $124,191 and $127,354 , respectively, which expire in varying amounts through 2039 . At September 30, 2020 and 2019 , Griffon had federal tax credit carryforwards of $5,954 and $8,948 , respectively, which expire in varying amounts through 2035 . At September 30, 2020 and 2019, Griffon had capital loss carryovers for U.S. tax purposes of $10,500 and $9,524 , respectively, generated in the September 30, 2019 tax year. The carryover is available for three-year carryback or five-year carryforward. We believe it is more likely than not that the benefit from certain federal and state tax attributes will not be realized. In recognition of this risk, we have provided a valuation allowance as of September 30, 2020 and 2019 of $9,824 and $10,823 , respectively, on the deferred tax assets. As it becomes probable that the benefits of these attributes will be realized, the reversal of valuation allowance will be recognized as a reduction of income tax expense. If certain substantial changes in Griffon's ownership occur, there would be an annual limitation on the amount of carryforward(s) that can be utilized. Griffon files U.S. Federal, state and local tax returns, as well as applicable returns in Canada, Australia, U.K. and other non-U.S. jurisdictions. Griffon’s U.S. Federal income tax returns are no longer subject to income tax examination for years before 2015. Griffon's major U.S. state and other non-U.S. jurisdictions are no longer subject to income tax examinations for years before 2013. Various U.S. state and statutory tax audits are currently underway. The following is a roll forward of unrecognized tax benefits: Balance at September 30, 2018 $ 4,519 Additions based on tax positions related to the current year 117 Additions based on tax positions related to prior years (559 ) Lapse of Statutes (16 ) Balance at September 30, 2019 4,061 Additions based on tax positions related to the current year 125 Additions based on tax positions related to prior years 20 Reductions based on tax positions related to prior years (3 ) Lapse of Statutes (23 ) Balance at September 30, 2020 $ 4,180 If recognized, the amount of potential tax benefits that would impact Griffon’s effective tax rate is $909 . Griffon recognizes potential accrued interest and penalties related to unrecognized tax benefits in income tax expense. At September 30, 2020 and 2019 , the combined amount of accrued interest and penalties related to tax positions taken or to be taken on Griffon’s tax returns and recorded as part of the reserves for uncertain tax positions was $77 and $66 , respectively. Griffon cannot reasonably estimate the extent to which existing liabilities for uncertain tax positions may increase or decrease within the next twelve months as a result of the progression of ongoing tax audits or other events. Griffon believes that it has adequately provided for all open tax years by tax jurisdiction. |
STOCKHOLDERS' EQUITY AND EQUITY
STOCKHOLDERS' EQUITY AND EQUITY COMPENSATION | 12 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS’ EQUITY AND EQUITY COMPENSATION | STOCKHOLDERS’ EQUITY AND EQUITY COMPENSATION During 2020 , 2019 and 2018, the Company declared and paid cash dividends totaling $0.30 per share, $0.29 per share and $0.28 per share, respectively. In addition, on March 7, 2018, the Board of Directors declared a special cash dividend of $1.00 per share, totaling $38,073 and paid on April 16, 2018 to shareholders of record as of the close of business on March 29, 2018. The Company currently intends to pay dividends each quarter; however, payment of dividends is determined by the Board of Directors at its discretion based on various factors, and no assurance can be provided as to the payment of future dividends. Dividends paid on shares in the ESOP were used to offset ESOP loan payments and recorded as a reduction of debt service payments and compensation expense. A dividend payable was established for the holders of restricted shares; such dividends will be released upon vesting of the underlying restricted shares. At September, 30, 2020, accrued dividends were $3,535 . On November 12, 2020, the Board of Directors declared a cash dividend of $0.08 per share, payable on December 17, 2020 to shareholders of record as of the close of business on November 25, 2020. On August 18, 2020, the Company sold 8,000,000 shares of our common stock at a price of $21.50 per share through a public equity offering, for a total net proceeds of $163,830 , net of underwriting discounts, commissions and offering expenses. In addition, on August 21, 2020, pursuant to the exercise by the underwriters of their overallotment option, the underwriters purchased an additional 700,000 shares of common stock from the Company at a price of $21.50 , resulting in additional net proceeds to the Company of $14,335 . In total, the Company sold 8,700,000 shares of common stock at a price of $21.50 for a total net proceeds of $178,165 . The Company used a portion of the net proceeds to temporarily repay outstanding borrowings under its Credit Agreement. The Company intends to use the remainder of the proceeds for working capital and general corporate purposes, including to expand its current business through acquisitions of, or investments in, other businesses or products. On January 29, 2016, shareholders approved the Griffon Corporation 2016 Equity Incentive Plan ("Incentive Plan") under which awards of performance shares, performance units, stock options, stock appreciation rights, restricted shares, restricted stock units, deferred shares and other stock-based awards may be granted. On January 31, 2018, shareholders approved Amendment No. 1 to the Incentive Plan pursuant to which, among other things, 1,000,000 shares were added to the Incentive Plan; and on January 30, 2020, shareholders approved Amendment No. 2 to the Incentive Plan, pursuant to which 1,700,000 shares were added to the Incentive Plan. Options granted under the Incentive Plan may be either “incentive stock options” or nonqualified stock options, which generally expire ten years after the date of grant and are granted at an exercise price of not less than 100% of the fair market value at the date of grant. As of September 30, 2020, there are no stock options outstanding. The maximum number of shares of common stock available for award under the Incentive Plan is 5,050,000 ( 600,000 of which may be issued as incentive stock options), plus (i) any shares reserved for issuance under the 2011 Equity Incentive Plan as of the effective date of the Incentive Plan, and (ii) any shares of underlying awards outstanding on such effective date under the 2011 Incentive Plan that are canceled or forfeited. As of September 30, 2020 , 1,167,172 shares were available for grant. Compensation expense for restricted stock and restricted stock units ("RSUs") is recognized ratably over the required service period based on the fair value of the grant, calculated as the number of shares (or RSUs) granted multiplied by the stock price on date of grant, and for performance shares (or performance RSUs), the likelihood of achieving the performance criteria. Compensation expense for restricted stock granted to two senior executives is calculated as the maximum number of shares granted, upon achieving certain performance criteria, multiplied by the stock price as valued by a Monte Carlo Simulation Model. Compensation cost related to stock-based awards with graded vesting, generally over a period of three to four years , is recognized using the straight-line attribution method and recorded within Selling, general and administrative expenses. The following table summarizes the Company’s compensation expense relating to all stock-based compensation plans: For the Years Ended September 30, 2020 2019 2018 Restricted stock $ 14,702 $ 13,285 $ 10,078 ESOP 2,878 2,629 9,532 Total stock based compensation $ 17,580 $ 15,914 $ 19,610 In 2018, the ESOP compensation expense includes dividends paid on allocated shares in connection with the special cash dividend as mentioned above, of $1.00 per share paid on April 16, 2018 to shareholders of record as of the close of business on March 29, 2018. A summary of restricted stock activity, inclusive of restricted stock units, for 2020 is as follows: Shares Weighted Average Grant- Date Fair Value Unvested at September 30, 2019 3,713,573 $ 12.96 Granted 1,061,624 17.10 Vested (831,748 ) 21.51 Forfeited (257,859 ) 15.35 Unvested at September 30, 2020 3,685,590 14.30 The fair value of restricted stock which vested during 2020, 2019, and 2018 was $17,889 , $4,748 and $11,216 , respectively. Unrecognized compensation expense related to non-vested shares of restricted stock was $22,340 at September 30, 2020 and will be recognized over a weighted average vesting period of 2.3 years. At September 30, 2020 , a total of approximately 4,852,762 shares of Griffon’s authorized Common Stock were reserved for issuance in connection with stock compensation plans. During 2020, Griffon granted 1,061,624 shares of restricted stock and restricted stock units. This included 348,280 shares of restricted stock and restricted stock units, subject to certain performance conditions, with vesting periods of approximately three years , with a total fair value of $7,446 , or a weighted average fair value of $21.38 per share. This also included 53,344 of restricted shares granted to non-employee directors of Griffon with a vesting period of three years and a fair value of $1,170 , or a weighted average fair value of $21.93 per share. Furthermore, this included 660,000 shares of restricted stock granted to two senior executives with a vesting period of four years and a two year post-vesting holding period, subject to the achievement of certain absolute and relative performance conditions relating to the price of Griffon's common stock. So long as the minimum performance condition is attained, the amount of shares that can vest will range from 480,000 to 660,000 . The Monte Carlo Simulation model was chosen to value the two senior executive awards; The total fair value of these restricted shares using the Monte Carlo Simulation model is approximately $9,534 , or a weighted average fair value of $14.45 . On each of August 3, 2016 and August 1, 2018, Griffon’s Board of Directors authorized the repurchase of up to $50,000 of Griffon’s outstanding common stock. Under these share repurchase programs, the Company may purchase shares of its common stock, depending upon market conditions, in open market or privately negotiated transactions, including pursuant to a 10b5-1 plan. Shares repurchased are recorded at cost. During 2020, Griffon did no t purchase shares of common stock under these repurchase programs. At September 30, 2020 an aggregate of $57,955 remains under Griffon's Board authorized repurchase authorizations. During the year ended September 30, 2020 , 340,775 shares, with a market value of $7,409 , or $21.74 per share, were withheld to settle employee taxes due upon the vesting of restricted stock, and were added to treasury stock. Furthermore, during 2020, an additional 3,307 shares, with a market value of $70 , or $21.22 per share, were withheld from common stock issued upon the vesting of restricted stock units to settle employee taxes due upon vesting. On June 19, 2018, GS Direct, L.L.C., an affiliate of Goldman Sachs & Co. ("GS Direct") completed an underwritten secondary offering to sell 5,583,375 shares of Griffon's common stock, inclusive of the underwriters’ 30-day option to purchase additional shares. GS Direct’s original 10,000,000 |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | COMMITMENTS AND CONTINGENT LIABILITIES Leases Griffon rents real property and equipment under operating leases expiring at various dates. Most of the real property leases have escalation clauses related to increases in real property taxes. Additionally, two Griffon subsidiaries have finance leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2025, respectively. The Ocala, Florida lease contains two five-year renewal options. Griffon also has various finance equipment leases. Refer to Note 22 - Leases for further information. Aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 Purchase Commitments Purchase obligations are generally for the purchase of goods and services in the ordinary course of business. Griffon uses blanket purchase orders to communicate expected requirements to certain vendors. Purchase obligations reflect those purchase orders where the commitment is considered to be firm. Amounts purchased under such commitments were $239,365 , $226,026 and $209,924 for the years ended September 30, 2020, 2019 and 2018, respectively. Purchase obligations that extend beyond 2020 are principally related to long-term contracts received from customers of Telephonics. Aggregate future minimum purchase obligations at September 30, 2020 are $377,388 in 2021, $9,748 in 2022, $12 in 2023, $0 in 2024 and $0 in 2025. Legal and environmental Peekskill Site. Lightron Corporation (“Lightron”), a wholly-owned subsidiary of Griffon, once conducted operations at a location in the Town of Cortlandt, New York, just outside the city of Peekskill, New York (the “Peekskill Site”) owned by ISC Properties, Inc. (“ISCP”), a wholly-owned subsidiary of Griffon. ISCP sold the Peekskill Site in November 1982. Subsequently, ISCP was advised by the Department of Environmental Conservation of New York State (the "DEC") that sampling at the Peekskill Site and in a creek near the Peekskill Site indicated concentrations of solvents and other chemicals common to prior plating operations by a Lightron subsidiary. In 1996, ISCP entered into a consent order with the DEC (the “Consent Order”), pursuant to which ISCP was required to perform a remedial investigation and prepare a feasibility study (the “Feasibility Study”). After completing the initial remedial investigation, ISCP conducted supplemental remedial investigations over the next several years, including soil vapor investigations, as required by the Consent Order. In April 2009, the DEC advised ISCP that both the DEC and the New York State Department of Health had reviewed and accepted an August 2007 Remedial Investigation Report and an Additional Data Collection Summary Report dated January 30, 2009. ISCP submitted to the DEC a draft Feasibility Study which was accepted and approved by the DEC in February 2011. ISCP satisfied its obligations under the Consent Order when DEC approved the Remedial Investigation and Feasibility Study for the Peekskill Site. In June 2011 the DEC issued a Record of Decision that set forth a Remedial Action Plan for the Peekskill Site that identified the specific remedies selected and responded to public comments. The cost of the remedy proposed by DEC in its Remedial Action Plan was approximately $10,000 . Following issuance of the Remedial Action Plan, the DEC implemented a portion of its plan, and also performed additional investigation for the presence of metals in soils and sediments downstream from the Peekskill Site. During this investigation metals were found to be present in sediments further downstream from the Peekskill site than previously detected. In August 2018, the DEC sent a letter to the United States Environmental Protection Agency (the “EPA”), in which the DEC requested that the Peekskill Site be nominated by the EPA for inclusion on the National Priorities List under CERCLA (the “NPL”). Based on the DEC’s request and an analysis by a consultant retained by the EPA, on May 15, 2019 the EPA added the Peekskill Site to the NPL and has since announced that it is performing a Remedial Investigation/Feasibility Study. On August 25, 2020, the EPA send a letter to several parties, including Lightron and ISCP, requesting that each such party inform the EPA as to whether it would be willing to enter into discussions regarding implementation of a Remedial Investigation/Feasibility Study (“RI/FS”). The EPA also sent a request for information to each party under Section 104(e) of CERCLA. Lightron and ISCP have informed the EPA that they are willing to participate in discussions regarding implementation of the RI/FS. Lightron and ISCP have also submitted responses to certain items contained in the Section 104(e) information request, with additional responses to follow. The current owner of the property, which acquired the Peekskill Site from ISCP in 1982 and has no relationship with Lightron or ISCP, has also informed the EPA that it is willing to discuss implementation of the RI/FS, and has also received, and submitted certain information in response to, a Section 104(e) information request. The EPA may decide to implement the RI/FS, on its own or through the use of consultants, may reach agreement with one or more parties to perform the RI/FS, or may offer to negotiate with one or more parties to accept a settlement addressing the potential liability of such parties for investigation and/or remediation at the Peekskill Site. Should the EPA implement the RI/FS, or perform further studies and/or subsequently remediate the site, without first reaching agreement with one or more relevant parties, the EPA would likely seek reimbursement for the costs incurred from such parties. Lightron has not engaged in any operations in over three decades. ISCP functioned solely as a real estate holding company, and has not held any real property in over three decades. Griffon does not acknowledge any responsibility to perform any investigation or remediation at the Peekskill Site. Union Fork and Hoe, Frankfort, NY site. The former Union Fork and Hoe property in Frankfort NY was acquired by AMES in 2006 as part of a larger acquisition, and has historic site contamination involving chlorinated solvents, petroleum hydrocarbons and metals. AMES entered into an Order on Consent with the New York State Department of Environmental Conservation (“DEC”). While the Order is without admission or finding of liability or acknowledgment that there has been a release of hazardous substances at the site, the Order required Ames to perform a remedial investigation of certain portions of the property and to recommend a remediation option. In 2018, Ames submitted a Feasibility Study recommending excavation of shallow soils for lead, arsenic and hydrocarbons in addition to deeper excavation for lead. DEC approved the selection of this remedy in 2019 by issuing a Record of Decision (“ROD”). Beginning in late 2019 and through June 2020, Ames completed the remediation required by the ROD and filed a Construction Completion Report, a Site Management Plan and an environmental easement with the DEC. While Ames was implementing the remediation required by the ROD, the DEC requested additional investigation of a small area on the site and of an area adjacent to the site perimeter. Ames investigated the on-site area and has submitted a workplan to remediate the limited contamination found as a result of this investigation. Ames has also submitted a workplan to investigate the areas adjacent to the site perimeter. AMES has a number of defenses to liability in this matter, including its rights under a previous Consent Judgment entered into between the DEC and a predecessor of AMES relating to the site. Ames’ insurer has accepted Ames’ claim for a substantial portion of the costs incurred and to be incurred for both the on-site and off-site activities. U.S. Government investigations and claims Defense contracts and subcontracts, including Griffon’s contracts and subcontracts, are subject to audit and review by various agencies and instrumentalities of the United States government, including among others, the Defense Contract Audit Agency, the Defense Criminal Investigative Service, and the Department of Justice which has responsibility for asserting claims on behalf of the U.S. Government. In general, departments and agencies of the U.S. Government have the authority to investigate various transactions and operations of Griffon, and the results of such investigations may lead to administrative, civil or criminal proceedings, the ultimate outcome of which could be fines, penalties, repayments or compensatory or treble damages. U.S. Government regulations provide that certain findings against a contractor may lead to suspension or debarment from future U.S. Government contracts or the loss of export privileges for a company or an operating division or subdivision. Suspension or debarment could have a material adverse effect on Telephonics because of its reliance on government contracts. General legal Griffon is subject to various laws and regulations relating to the protection of the environment and is a party to legal proceedings arising in the ordinary course of business. Management believes, based on facts presently known to it, that the resolution of the matters above and such other matters will not have a material adverse effect on Griffon’s consolidated financial position, results of operations or cash flows. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic EPS (and diluted EPS in periods when a loss exists) was calculated by dividing income available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS was calculated by dividing income available to common shareholders by the weighted average number of shares of common stock outstanding plus additional common shares that could be issued in connection with stock based compensation. In August 2020, Griffon Corporation completed the Public Offering of 8,700,000 shares of our common stock at a price of $21.50 per share. Total proceeds, net of fees, were $178,165 . The following table is a reconciliation of the share amounts (in thousands) used in computing basic and diluted EPS for 2020, 2019 and 2018 : 2020 2019 2018 Common shares outstanding 56,130 46,806 45,675 Unallocated ESOP shares (2,058 ) (2,259 ) (2,477 ) Non-vested restricted stock (3,556 ) (3,420 ) (2,522 ) Impact of weighted average shares (7,928 ) (193 ) 329 Weighted average shares outstanding - basic 42,588 40,934 41,005 Incremental shares from stock based compensation 2,427 1,954 1,417 Weighted average shares outstanding - diluted 45,015 42,888 42,422 Anti-dilutive shares were not material. Shares of the ESOP that have been allocated to employee accounts are treated as outstanding in determining earnings per share. |
RELATED PARTIES
RELATED PARTIES | 12 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | RELATED PARTIES On September 5, 2017, Griffon entered into an engagement letter with Goldman Sachs & Co. ("Goldman Sachs") pursuant to which Goldman Sachs agreed to act as Griffon’s financial advisor in connection with the exploration of strategic alternatives for Plastics. On November 15, 2017, Griffon signed an agreement to sell Plastics for approximately $465,000 to Berry. Under the terms of the engagement letter, upon the closing of the transaction a customary advisory fee was paid by Griffon to Goldman Sachs. Goldman Sachs acted as a joint lead manager and as an initial purchaser in connection with Griffon’s add-on offering of $275,000 aggregate principal amount of 5.25% senior notes due 2022 that closed on October 2, 2017, and received a customary fee upon closing of the offering. On June 19, 2018, GS Direct completed an underwritten secondary offering to sell 5,583,375 shares of Griffon's common stock, inclusive of the underwriters' 30-day option to purchase additional shares. GS Direct's initial 10,000,000 |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Sep. 30, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED) Quarterly results of continuing operations for 2020 and 2019 were as follows: Quarter ended Revenue Gross Profit Income from continuing operations Per Share - Basic Per Share - Diluted 2020 December 31, 2019 $ 548,438 $ 149,921 $ 10,612 $ 0.26 $ 0.24 March 31, 2020 566,350 152,032 895 0.02 0.02 June 30, 2020 632,061 165,003 21,831 0.52 0.50 September 30, 2020 660,673 174,470 20,091 0.44 0.41 $ 2,407,522 $ 641,426 $ 53,429 $ 1.25 $ 1.19 2019 December 31, 2018 $ 510,522 $ 139,780 $ 8,753 $ 0.21 $ 0.21 March 31, 2019 549,633 133,537 6,490 0.16 0.15 June 30, 2019 574,970 151,699 14,128 0.34 0.33 September 30, 2019 574,164 158,458 16,251 0.40 0.37 $ 2,209,289 $ 583,474 $ 45,622 $ 1.11 $ 1.06 Notes to Quarterly Financial Information (unaudited): • Earnings (loss) per share are computed independently for each quarter and year presented; as such the sum of the quarters may not be equal to the full year amounts. • 2020 Net income, and the related per share earnings, included, net of tax, restructuring charges of $4,148 , $3,005 , $1,224 and $3,488 for the first, second, third and fourth quarters, respectively, acquisition costs of $2,321 for the second quarter, loss from debt extinguishment $5,245 and $969 for the second and third quarters, respectively, benefit from the reversal of contingent consideration related to the Kelkay acquisition of $1,403 for the fourth quarter. The fourth quarter also includes a $15 and $24 tax benefit for acquisition costs and loss from debt extinguishment, respectively. • 2019 Net income, and the related per share earnings, included, net of tax, a benefit from the reversal of contingent consideration related to the Kelkay acquisition of $1,333 for the fourth quarter. |
REPORTABLE SEGMENTS
REPORTABLE SEGMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
REPORTABLE SEGMENTS | REPORTABLE SEGMENTS Griffon conducts its operations through three reportable segments from continuing operations, as follows: • Consumer and Professional Products ("CPP") conducts its operations through AMES. Founded in 1774, AMES is the leading North American manufacturer and a global provider of branded consumer and professional tools and products for home storage and organization, landscaping, and enhancing outdoor lifestyles. CPP sells products globally through a portfolio of leading brands including True Temper, AMES, and ClosetMaid. • Home and Building Products ("HBP") conducts its operations through Clopay. Founded in 1964, Clopay is the largest manufacturer and marketer of garage doors and rolling steel doors in North America. Residential and commercial sectional garage doors are sold through professional dealers and leading home center retail chains throughout North America under the brands Clopay, Ideal, and Holmes. Rolling steel door and grille products designed for commercial, industrial, institutional, and retail use are sold under the CornellCookson brand. • Defense Electronics conducts its operations through Telephonics Corporation ("Telephonics"), founded in 1933, a globally recognized leading provider of highly sophisticated intelligence, surveillance and communications solutions for defense, aerospace and commercial customers. Information on Griffon’s reportable segments from continuing operations is as follows: For the Years Ended September 30, REVENUE 2020 2019 2018 Consumer and Professional Products $ 1,139,233 $ 1,000,608 $ 953,612 Home and Building Products 927,313 873,640 697,969 Defense Electronics 340,976 335,041 326,337 Total consolidated net sales $ 2,407,522 $ 2,209,289 $ 1,977,918 Griffon evaluates performance and allocates resources based on each segment's operating results from continuing operations before interest income and expense, income taxes, depreciation and amortization, unallocated amounts (primarily corporate overhead), restructuring charges, loss on debt extinguishment and acquisition related expenses, as well as other items that may affect comparability, as applicable (“Segment Adjusted EBITDA”). The following table provides a reconciliation of Segment Adjusted EBITDA to Income before taxes and discontinued operations: For the Years Ended September 30, 2020 2019 2018 Segment Adjusted EBITDA: Consumer and Professional Products $ 104,053 $ 90,677 $ 77,061 Home and Building Products 153,631 120,161 100,339 Defense Electronics 25,228 35,104 36,063 Segment Adjusted EBITDA 282,912 245,942 213,463 Unallocated amounts, excluding depreciation (47,013 ) (46,302 ) (45,343 ) Adjusted EBITDA 235,899 199,640 168,120 Net interest expense (65,791 ) (67,260 ) (63,871 ) Depreciation and amortization (62,409 ) (61,848 ) (55,803 ) Restructuring charges (15,790 ) — — Loss from debt extinguishment (7,925 ) — — Acquisition contingent consideration 1,733 1,646 — Acquisition costs (2,960 ) — (7,597 ) Special dividend charges — — (3,220 ) Cost of life insurance benefit — — (2,614 ) Secondary equity offering costs — — (1,205 ) Income before taxes from continuing operations $ 82,757 $ 72,178 $ 33,810 For the Years Ended September 30, DEPRECIATION and AMORTIZATION 2020 2019 2018 Segment: Consumer and Professional Products $ 32,788 $ 32,289 $ 30,816 Home and Building Products 18,361 18,334 13,717 Defense Electronics 10,645 10,667 10,801 Total segment depreciation and amortization 61,794 61,290 55,334 Corporate 615 558 469 Total consolidated depreciation and amortization $ 62,409 $ 61,848 $ 55,803 CAPITAL EXPENDITURES Segment: Consumer and Professional Products $ 23,321 $ 17,828 $ 23,040 Home and Building Products 17,499 16,498 13,547 Defense Electronics 7,830 10,492 10,941 Total segment 48,650 44,818 47,528 Corporate 348 543 2,610 Total consolidated capital expenditures $ 48,998 $ 45,361 $ 50,138 ASSETS At September 30, 2020 At September 30, 2019 Segment assets: Consumer and Professional Products $ 1,262,705 $ 1,070,510 Home and Building Products 606,785 571,216 Defense Electronics 329,128 347,575 Total segment assets 2,198,618 1,989,301 Corporate 248,902 82,429 Total continuing assets 2,447,520 2,071,730 Assets of discontinued operations 8,497 3,209 Consolidated total $ 2,456,017 $ 2,074,939 Disaggregation of Revenue Revenue from contracts with customers is disaggregated by end markets, segments and geographic location, as it more accurately depicts the nature and amount of the Company’s revenue. For the Year Ended September 30, 2020 For the Year Ended September 30, 2019 Residential repair and remodel $ 173,859 $ 140,369 Retail 575,947 528,279 Residential new construction 59,907 58,709 Industrial 40,285 45,129 International excluding North America 289,235 228,122 Total Consumer and Professional Products 1,139,233 1,000,608 Residential repair and remodel 467,112 439,287 Commercial construction 354,916 335,339 Residential new construction 105,285 99,014 Total Home and Building Products 927,313 873,640 U.S. Government 222,537 211,405 International 100,623 105,705 Commercial 17,816 17,931 Total Defense Electronics 340,976 335,041 Total Consolidated Revenue $ 2,407,522 $ 2,209,289 The following table presents revenue disaggregated by geography based on the location of the Company's customer: For the Year Ended September 30, 2020 Revenue by Geographic Area - Destination Consumer and Professional Products Home and Building Products Defense Electronics Total United States $ 769,100 $ 877,115 $ 234,382 $ 1,880,597 Europe 85,339 130 38,353 123,822 Canada 74,072 38,662 12,043 124,777 Australia 203,012 — 1,882 204,894 All other countries 7,710 11,406 54,316 73,432 Consolidated revenue $ 1,139,233 $ 927,313 $ 340,976 $ 2,407,522 For the Year Ended September 30, 2019 Revenue by Geographic Area - Destination Consumer and Professional Products Home and Building Products Defense Electronics Total United States $ 690,772 $ 820,396 $ 226,095 $ 1,737,263 Europe 63,284 109 36,915 100,308 Canada 72,327 39,472 10,568 122,367 Australia 165,291 16 3,712 169,019 All other countries 8,934 13,647 57,751 80,332 Consolidated revenue $ 1,000,608 $ 873,640 $ 335,041 $ 2,209,289 As a percentage of segment revenue, CPP sales to The Home Depot approximated 27% , 28% and 29% in 2020 , 2019 and 2018 , respectively; HBP sales to The Home Depot approximated 12% , 13% and 16% in 2020 , 2019 and 2018 , respectively; and DE aggregate sales to the United States Government and its agencies approximated 69% , 63% and 62% in 2020 , 2019 and 2018 , respectively. As a percentage of Griffon's consolidated revenue from continuing operations, CPP sales to The Home Depot approximated 13% , in both 2020 and 2019, and 14% in 2018; HBP sales to The Home Depot approximated 5% in both 2020 and 2019, and 6% in 2018; and DE aggregate sales to the United States Government and its agencies approximated 9% in 2020, and 10% in both 2019 and 2018. |
OTHER INCOME (EXPENSE)
OTHER INCOME (EXPENSE) | 12 Months Ended |
Sep. 30, 2020 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME (EXPENSE) | OTHER INCOME (EXPENSE) For the year ended September 30, 2020 , 2019 and 2018, Other income (expense) from continuing operations of $1,445 , $3,127 and $4,880 , respectively, includes $915 , $438 and $200 , respectively, of net currency exchange transaction losses from receivables and payables held in non-functional currencies, $184 , $(40) and $1,184 , respectively, of net gains or (losses) on investments, and $1,559 and $3,148 and $3,649 , respectively, of net periodic benefit plan income. Additionally, in 2020 , Other income (expense) also includes a one-time technology recognition award for $700 |
OTHER COMPREHENSIVE INCOME (LOS
OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Sep. 30, 2020 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
OTHER COMPREHENSIVE INCOME (LOSS) | OTHER COMPREHENSIVE INCOME (LOSS) The amounts recognized in other comprehensive income (loss) were as follows: Years Ended September 30, 2020 2019 2018 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ 5,601 $ — $ 5,601 $ (8,460 ) $ — $ (8,460 ) $ 9,403 $ — $ 9,403 Pension and other defined benefit plans (14,955 ) 3,171 (11,784 ) (30,581 ) 7,526 (23,055 ) 24,081 (7,700 ) 16,381 Cash flow hedge 10 (3 ) 7 (413 ) 124 (289 ) 900 (315 ) 585 Total other comprehensive income (loss) $ (9,344 ) $ 3,168 $ (6,176 ) $ (39,454 ) $ 7,650 $ (31,804 ) $ 34,384 $ (8,015 ) $ 26,369 The components of Accumulated other comprehensive income (loss) are as follows: At September 30, 2020 2019 Foreign currency translation $ (25,683 ) $ (31,284 ) Pension and other defined benefit plans (46,598 ) (34,814 ) Cash flow hedge 189 182 Total $ (72,092 ) $ (65,916 ) Total comprehensive income (loss) were as follows: For the Years Ended September 30, 2020 2019 2018 Net income $ 53,429 $ 37,287 $ 125,678 Other comprehensive income (loss), net of taxes (6,176 ) (31,804 ) 26,369 Comprehensive income (loss) $ 47,253 $ 5,483 $ 152,047 Amounts reclassified from accumulated other comprehensive income (loss) to income (loss) were as follows: For the Years Ended September 30, Gain (Loss) 2020 2019 2018 Pension amortization $ (4,182 ) $ (902 ) $ (1,397 ) Cash flow hedges (2,163 ) 1,361 657 Total before tax (6,345 ) 459 (740 ) Tax 1,332 (96 ) 155 Net of tax $ (5,013 ) $ 363 $ (585 ) |
LEASES
LEASES | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES In February 2016, the FASB issued an Accounting Standards Update (ASU 2016-02) related to the accounting and financial statement presentation for leases. This new guidance requires a lessee to recognize right-of-use ("ROU") assets and lease liabilities on the balance sheet, with an election to exempt leases with a term of twelve months or less. The Company adopted the requirements of the new standard as of October 1, 2019 and applied the modified retrospective approach, whereby the cumulative effect of adoption is recognized as of the date of adoption and comparative prior periods are not retrospectively adjusted. As a result, upon adoption, we have recognized ROU assets of $163,552 and lease liabilities of $163,676 associated with our operating leases. The standard had no material impact to retained earnings or on our Consolidated Statements of Income or Consolidated Statements of Cash Flows. The Company has elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical lease classification. We also elected a practical expedient to determine the reasonably certain lease term. The Company determines if an arrangement is a lease at inception. The ROU assets and short and long-term liabilities associated with our operating leases are shown as separate line items on our Condensed Consolidated Balance Sheets. Finance leases are included in property, plant, and equipment, net, other accrued liabilities, and other non-current liabilities. The Company's finance leases are immaterial. ROU assets, along with any other related long-lived assets, are periodically evaluated for impairment. In connection with the Company's restructuring activities, during the year ended September 30, 2020, a $1,968 impairment charge was recorded related to a facility’s operating lease as well as $671 and of leasehold improvements made to the leased facility that have no recoverable value. See Note 9, Restructuring Charges. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. For leases existing as of October 1, 2019, we have elected to use the remaining lease term as of the adoption date in determining the incremental borrowing rate. Our determination of the lease term may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. For operating leases, fixed lease payments are recognized as operating lease cost on a straight-line basis over the lease term. For finance leases and impaired operating leases, the ROU asset is depreciated on a straight-line basis over the remaining lease term, along with recognition of interest expense associated with accretion of the lease liability. For leases with a lease term of 12 months or less (a "Short-term" lease), any fixed lease payments are recognized on a straight-line basis over such term, and are not recognized on the Condensed Consolidated Balance Sheets. Variable lease cost for both operating and finance leases, if any, is recognized as incurred. The Company has lease agreements that contain both lease and non-lease components. For real estate leases, we account for lease components together with non-lease components (e.g., common-area maintenance). Components of operating lease costs are as follows: For the Year Ended September 30, 2020 Fixed (a) $ 38,554 Variable (a), (b) 7,822 Short-term (b) 5,606 Total $ 51,982 (a) Primarily related to common-area maintenance and property taxes. (b) Not recorded on the balance sheet. Fixed rent expense for all operating leases totaled approximately $37,068 and $35,726 in 2019 and 2018, respectively. Supplemental cash flow information were as follows: For the Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 48,141 Financing cash flows from finance leases 4,122 Total $ 52,263 Supplemental Condensed Consolidated Balance Sheet information related to leases were as follows: At September 30, 2020 Operating Leases: Right of use assets: Operating right-of-use assets $ 161,627 Lease Liabilities: Current portion of operating lease liabilities $ 31,848 Long-term operating lease liabilities 136,054 Total operating lease liabilities $ 167,902 Finance Leases: Right of use assets: Property, plant and equipment, net (1) $ 18,774 Lease Liabilities: Notes payable and current portion of long-term debt $ 3,352 Long-term debt, net 15,339 Total financing lease liabilities $ 18,691 (1) Finance lease assets are recorded net of accumulated depreciation of $2,383 . Two Griffon subsidiaries have finance leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2025, respectively, and bear interest at fixed rates of approximately 5.0% and 5.6% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five-year renewal options. As of September 30, 2020 and 2019, $17,188 and $4,333 , respectively, was outstanding, net of issuance costs. The remaining lease liability balance relates to finance equipment leases. Finance leases included in the consolidated balance sheet at September 30, 2019 , under Property, plant and equipment, net totaled $6,546 . In 2019 and 2018, Depreciation expense was $3,967 , and $3,514 , respectively. The aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 Average lease terms and discount rates were as follows: September 30, 2020 Weighted-average remaining lease term (years) Operating Leases 8.3 Finance Leases 8.5 Weighted-average discount rate Operating Leases 4.38 % Finance Leases 5.51 % |
LEASES | LEASES In February 2016, the FASB issued an Accounting Standards Update (ASU 2016-02) related to the accounting and financial statement presentation for leases. This new guidance requires a lessee to recognize right-of-use ("ROU") assets and lease liabilities on the balance sheet, with an election to exempt leases with a term of twelve months or less. The Company adopted the requirements of the new standard as of October 1, 2019 and applied the modified retrospective approach, whereby the cumulative effect of adoption is recognized as of the date of adoption and comparative prior periods are not retrospectively adjusted. As a result, upon adoption, we have recognized ROU assets of $163,552 and lease liabilities of $163,676 associated with our operating leases. The standard had no material impact to retained earnings or on our Consolidated Statements of Income or Consolidated Statements of Cash Flows. The Company has elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical lease classification. We also elected a practical expedient to determine the reasonably certain lease term. The Company determines if an arrangement is a lease at inception. The ROU assets and short and long-term liabilities associated with our operating leases are shown as separate line items on our Condensed Consolidated Balance Sheets. Finance leases are included in property, plant, and equipment, net, other accrued liabilities, and other non-current liabilities. The Company's finance leases are immaterial. ROU assets, along with any other related long-lived assets, are periodically evaluated for impairment. In connection with the Company's restructuring activities, during the year ended September 30, 2020, a $1,968 impairment charge was recorded related to a facility’s operating lease as well as $671 and of leasehold improvements made to the leased facility that have no recoverable value. See Note 9, Restructuring Charges. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. For leases existing as of October 1, 2019, we have elected to use the remaining lease term as of the adoption date in determining the incremental borrowing rate. Our determination of the lease term may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. For operating leases, fixed lease payments are recognized as operating lease cost on a straight-line basis over the lease term. For finance leases and impaired operating leases, the ROU asset is depreciated on a straight-line basis over the remaining lease term, along with recognition of interest expense associated with accretion of the lease liability. For leases with a lease term of 12 months or less (a "Short-term" lease), any fixed lease payments are recognized on a straight-line basis over such term, and are not recognized on the Condensed Consolidated Balance Sheets. Variable lease cost for both operating and finance leases, if any, is recognized as incurred. The Company has lease agreements that contain both lease and non-lease components. For real estate leases, we account for lease components together with non-lease components (e.g., common-area maintenance). Components of operating lease costs are as follows: For the Year Ended September 30, 2020 Fixed (a) $ 38,554 Variable (a), (b) 7,822 Short-term (b) 5,606 Total $ 51,982 (a) Primarily related to common-area maintenance and property taxes. (b) Not recorded on the balance sheet. Fixed rent expense for all operating leases totaled approximately $37,068 and $35,726 in 2019 and 2018, respectively. Supplemental cash flow information were as follows: For the Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 48,141 Financing cash flows from finance leases 4,122 Total $ 52,263 Supplemental Condensed Consolidated Balance Sheet information related to leases were as follows: At September 30, 2020 Operating Leases: Right of use assets: Operating right-of-use assets $ 161,627 Lease Liabilities: Current portion of operating lease liabilities $ 31,848 Long-term operating lease liabilities 136,054 Total operating lease liabilities $ 167,902 Finance Leases: Right of use assets: Property, plant and equipment, net (1) $ 18,774 Lease Liabilities: Notes payable and current portion of long-term debt $ 3,352 Long-term debt, net 15,339 Total financing lease liabilities $ 18,691 (1) Finance lease assets are recorded net of accumulated depreciation of $2,383 . Two Griffon subsidiaries have finance leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2025, respectively, and bear interest at fixed rates of approximately 5.0% and 5.6% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five-year renewal options. As of September 30, 2020 and 2019, $17,188 and $4,333 , respectively, was outstanding, net of issuance costs. The remaining lease liability balance relates to finance equipment leases. Finance leases included in the consolidated balance sheet at September 30, 2019 , under Property, plant and equipment, net totaled $6,546 . In 2019 and 2018, Depreciation expense was $3,967 , and $3,514 , respectively. The aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 Average lease terms and discount rates were as follows: September 30, 2020 Weighted-average remaining lease term (years) Operating Leases 8.3 Finance Leases 8.5 Weighted-average discount rate Operating Leases 4.38 % Finance Leases 5.51 % |
CONSOLIDATING GUARANTOR AND NON
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 12 Months Ended |
Sep. 30, 2020 | |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION Griffon’s Senior Notes are fully and unconditionally guaranteed, jointly and severally, by Clopay Corporation, Telephonics Corporation, The AMES Companies, Inc., ATT Southern LLC, Clopay Ames Holding Corp., ClosetMaid, LLC, CornellCookson, LLC and Cornell Real Estate Holdings, LLC. all of which are indirectly 100% owned by Griffon. In accordance with Rule 3-10 of Regulation S-X promulgated under the Securities Act, presented below are condensed consolidating financial information as of September 30, 2020 and 2019, and for the years ended September 30, 2020 , 2019 and 2018. The financial information may not necessarily be indicative of results of operations or financial position had the guarantor companies or non-guarantor companies operated as independent entities. The guarantor companies and the non-guarantor companies include the consolidated financial results of their wholly owned subsidiaries accounted for under the equity method. The indenture relating to the Senior Notes (the “Indenture”) contain terms providing that, under certain limited circumstances, a guarantor will be released from its obligations to guarantee the Senior Notes. These circumstances include (i) a sale of at least a majority of the stock, or all or substantially all the assets, of the subsidiary guarantor as permitted by the Indenture; (ii) a public equity offering of a subsidiary guarantor that qualifies as a “Minority Business” as defined in the Indenture (generally, a business the EBITDA of which constitutes less than 50% of the segment adjusted EBITDA of the Company for the most recently ended four fiscal quarters), and that meets certain other specified conditions as set forth in the Indenture; (iii) the designation of a guarantor as an “unrestricted subsidiary” as defined in the Indenture, in compliance with the terms of the Indenture; (iv) Griffon exercising its right to defease the Senior Notes, or to otherwise discharge its obligations under the Indenture, in each case in accordance with the terms of the Indenture; and (v) upon obtaining the requisite consent of the holders of the Senior Notes. CONDENSED CONSOLIDATING BALANCE SHEETS At September 30, 2020 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 125,353 $ 35,685 $ 57,051 $ — $ 218,089 Accounts receivable, net of allowances — 293,943 54,181 — 348,124 Contract assets, net of progress payments — 80,572 3,854 — 84,426 Inventories — 347,473 66,352 — 413,825 Prepaid and other current assets 14,650 25,974 6,273 — 46,897 Assets of discontinued operations — — 2,091 — 2,091 Total Current Assets 140,003 783,647 189,802 — 1,113,452 PROPERTY, PLANT AND EQUIPMENT, net 1,182 296,082 46,700 — 343,964 OPERATING LEASE RIGHT-OF-USE ASSETS 9,209 129,813 22,605 — 161,627 GOODWILL — 377,060 65,583 — 442,643 INTANGIBLE ASSETS, net 93 217,317 137,618 — 355,028 INTERCOMPANY RECEIVABLE 568,124 704,415 257,013 (1,529,552 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,724,821 784,644 3,176,855 (5,686,320 ) — OTHER ASSETS 12,585 25,953 (5,641 ) — 32,897 ASSETS OF DISCONTINUED OPERATIONS — — 6,406 — 6,406 Total Assets $ 2,456,017 $ 3,318,931 $ 3,896,941 $ (7,215,872 ) $ 2,456,017 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ — $ 2,855 $ 7,067 $ — $ 9,922 Accounts payable and accrued liabilities 37,281 276,580 89,818 — 403,679 Current portion of operating lease liabilities 1,849 24,436 5,563 — 31,848 Liabilities of discontinued operations — — 3,797 — 3,797 Total Current Liabilities 39,130 303,871 106,245 — 449,246 LONG-TERM DEBT, net 995,636 15,992 25,414 — 1,037,042 LONG-TERM OPERATING LEASE LIABILITIES 8,415 110,061 17,578 — 136,054 INTERCOMPANY PAYABLES 683,076 397,846 459,599 (1,540,521 ) — OTHER LIABILITIES 29,609 85,731 11,170 — 126,510 LIABILITIES OF DISCONTINUED OPERATIONS — — 7,014 — 7,014 Total Liabilities 1,755,866 913,501 627,020 (1,540,521 ) 1,755,866 SHAREHOLDERS’ EQUITY 700,151 2,405,430 3,269,921 (5,675,351 ) 700,151 Total Liabilities and Shareholders’ Equity $ 2,456,017 $ 3,318,931 $ 3,896,941 $ (7,215,872 ) $ 2,456,017 CONDENSED CONSOLIDATING BALANCE SHEETS At September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents 1,649 25,217 45,511 — 72,377 Accounts receivable, net of allowances — 225,870 38,580 — 264,450 Contract assets, net of progress payments — 104,109 1,002 — 105,111 Inventories, net — 372,581 69,540 — 442,121 Prepaid and other current assets 8,238 25,610 6,951 — 40,799 Assets of discontinued operations — — 321 — 321 Total Current Assets 9,887 753,387 161,905 — 925,179 PROPERTY, PLANT AND EQUIPMENT, net 1,184 289,282 46,860 — 337,326 GOODWILL — 375,734 61,333 — 437,067 INTANGIBLE ASSETS, net 93 224,275 132,271 — 356,639 INTERCOMPANY RECEIVABLE 5,834 881,110 75,684 (962,628 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,628,031 581,438 3,233,038 (5,442,507 ) — OTHER ASSETS 8,182 10,010 (2,352 ) — 15,840 ASSETS OF DISCONTINUED OPERATIONS — — 2,888 — 2,888 Total Assets 1,653,211 3,115,236 3,711,627 (6,405,135 ) 2,074,939 CURRENT LIABILITIES Notes payable and current portion of long-term debt — 3,075 7,450 — 10,525 Accounts payable and accrued liabilities 41,796 265,055 68,390 — 375,241 Liabilities of discontinued operations — — 4,333 — 4,333 Total Current Liabilities 41,796 268,130 80,173 — 390,099 LONG-TERM DEBT, net 1,040,449 3,119 50,181 — 1,093,749 INTERCOMPANY PAYABLES 71,634 466,792 444,557 (982,983 ) — OTHER LIABILITIES 21,569 73,411 15,017 — 109,997 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,331 — 3,331 Total Liabilities 1,175,448 811,452 593,259 (982,983 ) 1,597,176 SHAREHOLDERS’ EQUITY 477,763 2,303,784 3,118,368 (5,422,152 ) 477,763 Total Liabilities and Shareholders’ Equity 1,653,211 3,115,236 3,711,627 (6,405,135 ) 2,074,939 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2020 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,938,972 $ 507,621 $ (39,071 ) $ 2,407,522 Cost of goods and services — 1,450,924 355,696 (40,524 ) 1,766,096 Gross profit — 488,048 151,925 1,453 641,426 Selling, general and administrative expenses 24,876 357,901 103,991 (370 ) 486,398 Income (loss) from operations (24,876 ) 130,147 47,934 1,823 155,028 Other income (expense) Interest income (expense), net (27,129 ) (38,301 ) (361 ) — (65,791 ) Loss on extinguishment of debt (7,925 ) — — — (7,925 ) Other, net (523 ) (7,946 ) 11,762 (1,848 ) 1,445 Total other income (expense) (35,577 ) (46,247 ) 11,401 (1,848 ) (72,271 ) Income (loss) before taxes (60,453 ) 83,900 59,335 (25 ) 82,757 Provision (benefit) for income taxes (11,907 ) 25,445 15,788 2 29,328 Income (loss) before equity in net income of subsidiaries (48,546 ) 58,455 43,547 (27 ) 53,429 Equity in net income (loss) of subsidiaries 101,975 43,505 58,455 (203,935 ) — Net income (loss) $ 53,429 $ 101,960 $ 102,002 $ (203,962 ) $ 53,429 Comprehensive income (loss) $ 47,253 $ 101,960 $ 102,002 $ (203,962 ) $ 47,253 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,808,824 $ 437,542 $ (37,077 ) $ 2,209,289 Cost of goods and services — 1,353,663 310,707 (38,555 ) 1,625,815 Gross profit — 455,161 126,835 1,478 583,474 Selling, general and administrative expenses 22,566 327,306 97,661 (370 ) 447,163 Income (loss) from operations (22,566 ) 127,855 29,174 1,848 136,311 Other income (expense) Interest income (expense), net (27,883 ) (39,288 ) (89 ) — (67,260 ) Other, net (778 ) (17,699 ) 23,452 (1,848 ) 3,127 Total other income (expense) (28,661 ) (56,987 ) 23,363 (1,848 ) (64,133 ) Income (loss) before taxes (51,227 ) 70,868 52,537 — 72,178 Provision (benefit) for income taxes (7,425 ) 20,534 13,447 — 26,556 Income (loss) before equity in net income of subsidiaries (43,802 ) 50,334 39,090 — 45,622 Equity in net income (loss) of subsidiaries 81,089 44,303 50,334 (175,726 ) — Income (loss) from continuing operations 37,287 94,637 89,424 (175,726 ) 45,622 Income (loss) from operations of discontinued businesses — — (11,050 ) — (11,050 ) Provision (benefit) from income taxes — — (2,715 ) — (2,715 ) Income (loss) from discontinued operations — — (8,335 ) — (8,335 ) Net Income (loss) $ 37,287 $ 94,637 $ 81,089 $ (175,726 ) $ 37,287 Comprehensive income (loss) $ 5,483 $ 87,851 $ 87,875 $ (175,726 ) $ 5,483 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2018 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,638,792 $ 367,149 $ (28,023 ) $ 1,977,918 Cost of goods and services — 1,250,261 245,687 (29,348 ) 1,466,600 Gross profit — 388,531 121,462 1,325 511,318 Selling, general and administrative expenses 37,540 290,475 90,872 (370 ) 418,517 Income (loss) from operations (37,540 ) 98,056 30,590 1,695 92,801 Other income (expense) Interest income (expense), net (23,911 ) (31,913 ) (8,047 ) — (63,871 ) Other, net (7,666 ) 125,531 (111,248 ) (1,737 ) 4,880 Total other income (expense) (31,577 ) 93,618 (119,295 ) (1,737 ) (58,991 ) Income (loss) before taxes from continuing operations (69,117 ) 191,674 (88,705 ) (42 ) 33,810 Provision (benefit) for income taxes (17,692 ) 9,546 8,743 (42 ) 555 Income (loss) before equity in net income of subsidiaries (51,425 ) 182,128 (97,448 ) — 33,255 Equity in net income (loss) of subsidiaries 177,103 (151,864 ) 182,128 (207,367 ) — Income (loss) from continuing operations 125,678 30,264 84,680 (207,367 ) 33,255 Income from operations of discontinued businesses — 119,981 — — 119,981 Provision (benefit) from income taxes — 27,558 — — 27,558 Loss from discontinued operations — 92,423 — — 92,423 Net income (loss) $ 125,678 $ 122,687 $ 84,680 $ (207,367 ) $ 125,678 Comprehensive income (loss) $ 152,047 $ 143,936 $ 81,389 $ (225,325 ) $ 152,047 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2020 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 53,429 $ 101,960 $ 102,002 $ (203,962 ) $ 53,429 Net cash provided by operating activities 23,114 55,353 58,562 — 137,029 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (348 ) (42,268 ) (6,382 ) — (48,998 ) Acquired business, net of cash acquired — — (10,531 ) — (10,531 ) Proceeds from sale of assets — 345 7 — 352 Investment purchases (130 ) — — — (130 ) Net cash used in investing activities (478 ) (41,923 ) (16,906 ) — (59,307 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 178,165 — — — 178,165 Purchase of shares for treasury (7,479 ) — — — (7,479 ) Proceeds from long-term debt 1,234,723 — 5,357 — 1,240,080 Payments of long-term debt (1,272,688 ) (3,421 ) (32,806 ) — (1,308,915 ) Financing costs (17,384 ) — — — (17,384 ) Acquisition costs — — (1,733 ) — (1,733 ) Dividends paid (14,529 ) — — — (14,529 ) Other, net 260 580 (855 ) — (15 ) Net cash provided by (used in) financing activities 101,068 (2,841 ) (30,037 ) — 68,190 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (2,577 ) — (2,577 ) Effect of exchange rate changes on cash and equivalents — (121 ) 2,498 — 2,377 NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS 123,704 10,468 11,540 — 145,712 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 1,649 25,217 45,511 — 72,377 CASH AND EQUIVALENTS AT END OF PERIOD $ 125,353 $ 35,685 $ 57,051 $ — $ 218,089 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 37,287 $ 94,637 $ 81,089 $ (175,726 ) $ 37,287 Net (income) loss from discontinued operations — — 8,335 — 8,335 Net cash provided by (used in) operating activities 42,159 41,992 29,807 — 113,958 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (542 ) (38,872 ) (5,947 ) — (45,361 ) Acquired business, net of cash acquired (9,219 ) — — — (9,219 ) Proceeds from sale of business (9,500 ) — — — (9,500 ) Insurance payments (10,604 ) — — — (10,604 ) Proceeds from sale of assets — 254 26 — 280 Investment purchases (149 ) — — — (149 ) Net cash provided by (used in) investing activities (30,014 ) (38,618 ) (5,921 ) — (74,553 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (1,478 ) — — — (1,478 ) Proceeds from long-term debt 163,297 — 38,451 — 201,748 Payments of long-term debt (173,345 ) (2,973 ) (41,930 ) — (218,248 ) Change in short-term borrowings — (366 ) — — (366 ) Financing costs (1,090 ) — — — (1,090 ) Contingent consideration for acquired businesses — — (1,686 ) — (1,686 ) Dividends paid (13,676 ) — — — (13,676 ) Other, net (180 ) 8,830 (8,830 ) — (180 ) Net cash provided by (used in) financing activities (26,472 ) 5,491 (13,995 ) — (34,976 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (2,123 ) — (2,123 ) Effect of exchange rate changes on cash and equivalents — (1 ) 314 — 313 NET INCREASE IN CASH AND EQUIVALENTS (14,327 ) 8,864 8,082 — 2,619 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 15,976 16,353 37,429 — 69,758 CASH AND EQUIVALENTS AT END OF PERIOD $ 1,649 $ 25,217 $ 45,511 $ — $ 72,377 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2018 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 125,678 $ 122,687 $ 84,680 $ (207,367 ) $ 125,678 Net income (loss) from discontinued operations — (92,423 ) — — (92,423 ) Net cash provided by (used in) operating activities 381,417 (405,174 ) 108,981 (27,032 ) 58,192 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (544 ) (41,531 ) (8,063 ) — (50,138 ) Acquired business, net of cash acquired (368,936 ) (4,843 ) (57,153 ) — (430,932 ) Proceeds from sale of business — 474,727 — — 474,727 Insurance proceeds 8,254 — — — 8,254 Proceeds from sale of property, plant and equipment — 62 601 — 663 Net cash used in investing activities (361,226 ) 428,415 (64,615 ) — 2,574 CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (45,605 ) — — — (45,605 ) Proceeds from long-term debt 411,623 2,125 29,310 — 443,058 Payments of long-term debt (269,478 ) (5,403 ) (26,112 ) — (300,993 ) Change in short-term borrowings — 144 — — 144 Financing costs (7,793 ) — — — (7,793 ) Purchase of ESOP shares — — — — — Dividends paid (49,797 ) — — — (49,797 ) Other, net (46,405 ) 4,733 14,691 27,032 51 Net cash provided by (used in) financing activities (7,455 ) 1,599 17,889 27,032 39,065 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash provided by (used in) discontinued operations — (16,394 ) (62,533 ) — (78,927 ) Effect of exchange rate changes on cash and equivalents — (159 ) 1,332 — 1,173 NET DECREASE IN CASH AND EQUIVALENTS 12,736 8,287 1,054 — 22,077 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 3,240 8,066 36,375 — 47,681 CASH AND EQUIVALENTS AT END OF PERIOD $ 15,976 $ 16,353 $ 37,429 $ — $ 69,758 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On November 12, 2020, the Board of Directors declared a cash dividend of $0.08 per share, payable on December 17, 2020 to shareholders of record as of the close of business on November 25, 2020. Griffon currently intends to pay dividends each quarter; however, payment of dividends is determined by the Board of Directors, at its discretion, based on various factors, and no assurance can be provided as to the payment of future dividends. ***** |
SCHEDULE II VALUATION AND QUALI
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Sep. 30, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II GRIFFON CORPORATION VALUATION AND QUALIFYING ACCOUNTS For the Years Ended September 30, 2020, 2019 and 2018 (in thousands) Description Balance at Beginning of Year Recorded to Cost and Expense Accounts Written Off, net Other (1) Balance at End of Year FOR THE YEAR ENDED SEPTEMBER 30, 2020 Allowance for Doubtful Accounts Bad debts $ 1,881 $ 2,231 (255 ) $ (1 ) $ 3,856 Sales returns and allowances 6,000 12,163 (4,261 ) — 13,902 $ 7,881 $ 14,394 $ (4,516 ) $ (1 ) $ 17,758 Inventory valuation $ 26,169 $ 10,542 $ (3,412 ) $ 325 $ 33,624 Deferred tax valuation allowance $ 10,823 $ (999 ) $ — $ — $ 9,824 FOR THE YEAR ENDED SEPTEMBER 30, 2019 Allowance for Doubtful Accounts Bad debts $ 1,824 $ 464 $ (425 ) $ 18 $ 1,881 Sales returns and allowances 4,584 5,790 (4,374 ) — 6,000 $ 6,408 $ 6,254 $ (4,799 ) $ 18 $ 7,881 Inventory valuation $ 26,065 $ 2,774 $ (2,614 ) $ (56 ) $ 26,169 Deferred tax valuation allowance $ 8,520 $ 2,303 $ — $ — $ 10,823 FOR THE YEAR ENDED SEPTEMBER 30, 2018 Allowance for Doubtful Accounts Bad debts $ 1,109 $ (40 ) $ 11 $ 744 $ 1,824 Sales returns and allowances 4,857 4,088 (4,760 ) 399 4,584 $ 5,966 $ 4,048 $ (4,749 ) $ 1,143 $ 6,408 Inventory valuation $ 16,419 $ 1,924 $ (306 ) $ 8,028 $ 26,065 Deferred tax valuation allowance $ 17,466 $ (8,946 ) $ — $ — $ 8,520 Note (1): For the year ended September 30, 2018, Other primarily consists of opening balances of reserves assumed from acquisitions. |
DESCRIPTION OF BUSINESS AND S_2
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The results of operations of acquired businesses are included from the dates of acquisitions. |
Earnings per share | Earnings per share Due to rounding, the sum of earnings per share may not equal earnings per share of Net income. |
Discontinued operations | As a result, Griffon classified the results of operations of the Plastics business as discontinued operations in the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations in the consolidated balance sheets. All results and information presented exclude Plastics unless otherwise noted. See Note 7, Discontinued Operations. |
Reclassifications | Reclassifications Certain amounts in prior years have been reclassified to conform to the current year presentation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. These estimates may be adjusted due to changes in economic, industry or customer financial conditions, as well as changes |
Cash and equivalents | Cash and equivalents Griffon considers all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. Cash equivalents primarily consist of overnight commercial paper, highly-rated liquid money market funds backed by U.S. Treasury securities and U.S. Agency securities, as well as insured bank deposits. Griffon had cash in non-U.S. bank accounts of approximately $55,000 and $34,200 at September 30, 2020 and 2019, respectively. Substantially all U.S. cash and equivalents are in excess of FDIC insured limits. Griffon regularly evaluates the financial stability of all institutions and funds that hold its cash and equivalents. |
Fair value of financial instruments | Fair value of financial instruments The carrying values of cash and cash equivalents, accounts receivable, accounts and notes payable and revolving credit debt approximate fair value due to either the short-term nature of such instruments or the fact that the interest rate of the revolving credit debt is based upon current market rates. The fair value hierarchy, as outlined in the applicable accounting guidance, establishes a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The accounting guidance establishes three levels of inputs that may be used to measure fair value, as follows: • Level 1 inputs are measured and recorded at fair value based upon quoted prices in active markets for identical assets. • Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities. • Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value of Griffon’s 2028 Senior Notes approximated $1,040,000 , on September 30, 2020 . Fair values were based upon quoted market prices (level 1 inputs). Insurance contracts with a value of $3,436 at September 30, 2020 are measured and recorded at fair value based upon quoted prices in active markets for similar assets (level 2 inputs) and are included in Other current assets on the consolidated balance sheet. Items Measured at Fair Value on a Recurring Basis At September 30, 2020 and 2019, trading securities, measured at fair value based on quoted prices in active markets for similar assets (level 2 inputs), with a fair value of $1,703 ( $1,000 cost basis) and $1,518 ( $1,000 cost basis), respectively, were included in Prepaid and other current assets on the Consolidated Balance Sheets. In the normal course of business, Griffon’s operations are exposed to the effect of changes in foreign currency exchange rates. To manage these risks, Griffon may enter into various derivative contracts such as foreign currency exchange contracts, including forwards and options. During 2020 and 2019, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade and inter-company liabilities payable in USD. At September 30, 2020 and 2019, Griffon had $32,000 and $14,000 of Australian dollar contracts at a weighted average rate of $1.41 and $1.48 , respectively, which qualified for hedge accounting. These hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Other comprehensive income (loss) and Prepaid and other current assets, or Accrued liabilities, until settlement. Upon settlement, gains and losses were recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services. AOCI included deferred losses of $168 ( $109 , net of tax) and deferred gains of $327 ( $213 , net of tax) at September 30, 2020 and 2019, respectively. Upon settlement, gains (losses) of $(2,163) and $1,361 were recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services ("COGS") during 2020 and 2019, respectively. Contracts expire in 30 to 146 days . At September 30, 2020 and 2019, Griffon had $7,900 and $3,500 , respectively, of Canadian dollar contracts at a weighted average rate of $1.33 and $1.32 . These contracts, which protect Canadian operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting and fair value gains (losses) of $(92) and $14 were recorded in Other assets and to Other income for the outstanding contracts, based on similar contract values (level 2 inputs), for the years ended September 30, 2020 and 2019, respectively. Realized gains of $189 and $68 , were recorded in Other income during 2020 and 2019, respectively. Contracts expire in 30 to 360 days . At September 30, 2020, Griffon had $5,400 of Great Britain Pound contracts at a weighted average rate of $0.77 . These contracts, which protect U.K. operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting and fair value gains of $39 were recorded in Other assets and to Other income for the outstanding contracts, based on similar contract values (level 2 inputs), for the years ended September 30, 2020. There were no realized gains or losses recorded for these contracts during the year ended September 30, 2020. Contracts expire in 2 to 208 days . Pension plan assets with a fair value of $147,145 at September 30, 2020 , are measured and recorded at fair value based upon quoted prices in active markets for identical assets (level 1 inputs), quoted market prices for similar assets (level 2 inputs) and fair value assumptions for unobservable inputs in which little or no market data exists (level 3). |
Non-U.S. currency translation | Non-U.S. currency translation Assets and liabilities of non-U.S. subsidiaries, where the functional currency is not the U.S. dollar, have been translated at year-end exchange rates and profit and loss accounts have been translated using weighted average exchange rates. Adjustments resulting from currency translation have been recorded in the equity section of the balance sheet in AOCI as cumulative translation adjustments. Cumulative translation adjustments were gains (losses) of $5,601 and $(8,460) for 2020 and 2019, respectively. As of September 30, 2020 and 2019, the foreign currency translation components of Accumulated other comprehensive loss were $25,683 and $31,284 , respectively. Assets and liabilities of an entity that are denominated in currencies other than that entity’s functional currency are re-measured into the functional currency using period end exchange rates, or historical rates where applicable to certain balances. Gains and losses arising on remeasurements are recorded within the Consolidated Statement of Operations and Comprehensive Income as a component of Other income (expense). |
Revenue recognition | Revenue recognition Effective October 1, 2018, the Company adopted Accounting Standard Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. Our statement of operations for the year ended September 30, 2020 and 2019 and our balance sheet as of September 30, 2020 and 2019 are presented under ASC 606, while our statement of operations for the year ended September 30, 2018 is presented under ASC 605, Revenue Recognition. Under ASC Topic 606, performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer, and is the unit of accounting under ASC Topic 606. A contract with a customer is an agreement which both parties have approved, that creates enforceable rights and obligations, has commercial substance and with respect to which payment terms are identified and collectability is probable. Once the Company has entered into a contract or purchase order, it is evaluated to identify performance obligations. For each performance obligation, revenue is recognized when control of the promised products is transferred to the customer, or services are satisfied under the contract or purchase order, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services (the transaction price). A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when each performance obligation is satisfied. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the product being sold to the customer. To a lesser extent, some contracts include multiple performance obligations such as a product, the related installation, and extended warranty services. These contracts require judgment in determining the number of performance obligations. For contracts with multiple performance obligations, judgment is required to determine whether performance obligations specified in these contacts are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of contracts, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. The transaction price includes variable consideration, such as discounts and volume rebates, when it is probable that a significant reversal of revenue recognized will not occur. Variable consideration is determined using either the expected value or the most likely amount of consideration to be received based on historical experience and the specific facts and circumstances at the time of evaluation. Approximately 86% of the Company’s performance obligations are recognized at a point in time related to the manufacture and sale of a broad range of products and components primarily within the CPP and HBP Segments, and revenue is recognized when title, and risk and rewards of ownership, have transferred to the customer, which is generally upon shipment. Approximately 14% of the Company’s performance obligations are recognized over time and relate to prime or subcontractors from contract awards with the U.S. Government, as well as foreign governments and other commercial customers within our DE Segment. Revenue recognized over time are generally accounted for using an input measure to determine progress completed at the end of the period. We believe that cumulative costs incurred to date as a percentage of estimated total contract costs at completion (cost-to-cost method) is an appropriate measure of progress towards satisfaction of performance obligations recognized over time, as it most accurately depicts the progress of our work and transfer of control to our customers. |
Accounts receivable, allowance for doubtful accounts and concentrations of credit risk | Accounts receivable, allowance for doubtful accounts and concentrations of credit risk Accounts receivable is composed principally of trade accounts receivable, that arise from the sale of goods or services on account, and is stated at historical cost. A substantial portion of Griffon’s trade receivables are from customers within the CPP and HBP businesses, of which the largest customer is Home Depot, whose financial condition is dependent on the construction and related retail sectors of the economy. As a percentage of consolidated accounts receivable, U.S. Government related programs were 9% and Home Depot was 18% . Griffon performs continuing evaluations of the financial condition of its customers, and although Griffon generally does not require collateral, letters of credit may be required from customers in certain circumstances. Trade receivables are recorded at the stated amount, less allowance for doubtful accounts and, when appropriate, for customer program reserves and cash discounts. The allowance represents estimated uncollectible receivables associated with potential customer defaults on contractual obligations (usually due to customers’ potential insolvency). The allowance for doubtful accounts includes amounts for certain customers where a risk of default has been specifically identified, as well as an amount for customer defaults based on a formula when it is determined the risk of some default is probable and estimable, but cannot yet be associated with specific customers. The provision related to the allowance for doubtful accounts is recorded in Selling, general and administrative ("SG&A") expenses. The Company writes-off accounts receivable when they are deemed to be uncollectible. |
Contract assets | Contract assets Contract assets consists of amounts accounted for under the cost-to-cost method |
Inventories | Inventories Inventories, stated at the lower of cost (first-in, first-out or average) or market, include material, labor and manufacturing overhead costs. Griffon’s businesses typically do not require inventory that is susceptible to becoming obsolete or dated. In general, Telephonics sells products in connection with programs authorized and approved under contracts awarded by the U.S. Government or agencies thereof and in accordance with customer specifications. HBP produces residential and commercial sectional garage doors, commercial rolling steel door and grille products, and CPP produces long-handled tools and landscaping products, and storage and organizational products, both in response to orders from customers of retailers and dealers or based on expected orders, as applicable. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment includes the historical cost of land, buildings, equipment and significant improvements to existing plant and equipment or, in the case of acquisitions, a fair market value appraisal of such assets completed at the time of acquisition. Expenditures for maintenance, repairs and minor renewals are expensed as incurred. When property or equipment is sold or otherwise disposed of, the related cost and accumulated depreciation is removed from the respective accounts and the gain or loss is recognized. No event or indicator of impairment occurred during the three years ended September 30, 2020 , which would require additional impairment testing of property, plant and equipment. Depreciation expense, which includes amortization of assets under capital leases, was $52,819 , $51,926 and $46,733 in 2020, 2019 and 2018, respectively, and was calculated on a straight-line basis over the estimated useful lives of the assets. Depreciation included in SG&A expenses was $19,656 , $19,026 and $16,306 in 2020, 2019 and 2018, respectively. The remaining components of depreciation, attributable to manufacturing operations, are included in Cost of goods and services. Estimated useful lives for property, plant and equipment are as follows: buildings and building improvements, 25 to 40 years ; machinery and equipment, 2 to 15 years ; and leasehold improvements, over the term of the lease or life of the improvement, whichever is shorter. |
Goodwill and indefinite-lived intangibles | Goodwill and indefinite-lived intangibles Griffon has significant intangible and tangible long-lived assets on its balance sheet that includes goodwill and other intangible assets related to acquisitions. Goodwill represents the excess of the cost of net assets acquired in business combinations over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in a business combination. We review goodwill and indefinite-lived intangibles for impairment at least annually in the fourth quarter, or more frequently whenever events or circumstances change that would more likely than not reduce the fair value of a reporting unit below the carrying amount. Such events or changes in circumstance include significant deterioration in overall economic conditions, changes in the business climate in which our reporting units operate, a decline in our market capitalization, operating performance indicators, when some portion of a reporting unit is disposed of or classified as held for sale, or when a change in the composition of reporting units occurs for other reasons, such as a change in operating segments. We had three reporting units at September 30, 2020 and 2019, which are our operating segments. We use both qualitative and quantitative approaches when testing goodwill and indefinite-lived intangibles for impairment. When determining the approach to use, we consider the current facts and circumstances of each reporting unit, as well as the excess of each reporting unit’s estimated fair value over its carrying value based on our most recent quantitative assessment. In addition, our qualitative approach evaluates industry and market conditions and various events impacting a reporting unit including, but not limited to, macroeconomic conditions, changes in the business environment in which our reporting units operate and other reporting unit specific events and circumstances. If, based on the qualitative assessment, we determine that it is more likely than not that the fair value of a reporting unit is greater than its carrying value, then a quantitative assessment is not necessary. However, if a quantitative assessment is necessary, we use the income approach methodology of valuation that includes the present value of expected future cash flows. We performed a quantitative annual impairment test as of September 30, 2019, and an interim quantitative impairment test as of March 31, 2020, to assess the impact of the global outbreak of COVID-19, using discounted future cash flows for each reporting unit, which did not result in impairments to goodwill. The more significant assumptions used for the interim impairment test as of March 31, 2020 were a five-year cash flow projection and a 3.0% terminal value to which discount rates between 7.1% and 9% were applied to calculate each unit’s fair value. To substantiate fair values derived from the income approach methodology of valuation, the implied fair value was compared to the marketplace fair value of a comparable industry grouping for reasonableness. Further, the fair values were reconciled to Griffon’s market capitalization. We performed a qualitative assessment as of September 30, 2020, as the estimated fair values of each reporting unit significantly exceeded the carrying value based on our most recent quantitative assessment, which was performed as of March 31, 2020. Our qualitative assessment determined that indicators that the fair value of each reporting unit was less than the carrying value were not present. With respect to indefinite-lived intangibles we performed a quantitative annual impairment test as of September 30, 2019, and an interim quantitative impairment test as of March 31, 2020, to assess the impact of the global outbreak of COVID-19, using a relief from royalty method, which did not result in impairments. We performed a qualitative assessment as of September 30, 2020 considering all the above factors and determined that indefinite-lived intangibles fair values were greater than their book values. Long-lived amortizable intangible assets, such as customer relationships and software, and tangible assets, primarily property, plant and equipment, are amortized over their expected useful lives, which involve significant assumptions and estimates. Long-lived intangible and tangible assets are tested for impairment by comparing estimated future undiscounted cash flows to the carrying value of the asset when an impairment indicator, such as change in business, customer loss or obsolete technology, exists. Fair value estimates are based on assumptions believed to be reasonable at the time, but such assumptions are subject to inherent uncertainty. Actual results may differ materially from those estimates. Any changes in key assumptions or management judgment with respect to a reporting unit or its prospects, which may result from a decline in Griffon’s stock price, a change in market conditions, market trends, interest rates or other factors outside of Griffon’s control, or significant underperformance relative to historical or projected future operating results, could result in a significantly different estimate of the fair value of Griffon’s reporting units, which could result in an impairment charge in the future. |
Definite-lived long-lived assets | Definite-lived long-lived assets Amortizable intangible assets are carried at cost less accumulated amortization. For financial reporting purposes, definite-lived intangible assets are amortized on a straight-line basis over their useful lives, generally eight to twenty-five years . Long-lived assets and certain identifiable intangible assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. |
Income taxes | Income taxes We are subject to Federal, state and local income taxes in the U.S. and in various taxing jurisdictions outside the U.S. We recognize deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns in accordance with applicable accounting guidance for accounting for income taxes, using currently enacted tax rates in effect for the year in which the differences are expected to reverse. We record a valuation allowance when necessary to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Both positive and negative evidence are considered in forming our judgment as to whether a valuation allowance is appropriate, and more weight is given to evidence that can be objectively verified. Valuation allowances are reassessed whenever there are changes in circumstances that may cause a change in judgment. The accounting for uncertainty in income taxes requires a more-likely-than-not threshold for financial statement recognition of tax positions taken or expected to be taken in a tax return. We record, as needed, a liability for the difference between the benefit recognized for financial statement purposes and the tax position taken or expected to be taken on our tax return. To the extent that our assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. |
Research and development costs, shipping and handling costs and advertising costs | Research and development costs, shipping and handling costs and advertising costs Research and development costs not recoverable under contractual arrangements are charged to SG&A expense as incurred and amounted to approximately $15,400 in each year ended September 30, 2020, 2019 and 2018. SG&A expenses include shipping and handling costs of $54,500 in 2020 , $53,500 in 2019 and $41,700 in 2018 and advertising costs, which are expensed as incurred, of $19,000 in 2020 , $20,000 in 2019 and $21,000 in 2018. |
Risk, retention and insurance | Risk, retention and insurance Griffon’s property and casualty insurance programs contain various deductibles that, based on Griffon’s experience, are reasonable and customary for a company of its size and risk profile. Griffon generally maintains deductibles for claims and liabilities related primarily to workers’ compensation, general, product and automobile liability as well as property damage and business interruption losses resulting from certain events. Griffon does not consider any of the deductibles to represent a material risk to Griffon. Griffon accrues for claim exposures that are probable of occurrence and can be reasonably estimated. Insurance is maintained to transfer risk beyond the level of self-retention and provides protection on both an individual claim and annual aggregate basis. |
Pension benefits | Pension benefits Griffon sponsors defined and supplemental benefit pension plans for certain retired employees. Annual amounts relating to these plans are recorded based on actuarial projections, which include various actuarial assumptions, including discount rates, assumed rates of return, compensation increases and turnover rates. Actuarial assumptions used to determine pension liabilities, assets and expense are reviewed annually and modified based on current economic conditions and trends. The expected return on plan assets is determined based on the nature of the plan's investments and expectations for long-term rates of return. The discount rate used to measure obligations is based on a corporate bond spot-rate yield curve that matches projected future benefit payments, with the appropriate spot rate applicable to the timing of the projected future benefit payments. Assumptions used in determining Griffon’s obligations under the defined benefit pension plans are believed to be reasonable, based on experience and advice from independent actuaries; however, differences in actual experience or changes in assumptions may materially impact Griffon’s financial position or results of operations. All of the defined benefit plans are frozen and have ceased accruing benefits. |
Issued but not yet effective accounting pronouncements and new accounting standards implemented | Issued but not yet effective accounting pronouncements In December 2019, the FASB issued guidance on simplifying the accounting for income taxes by clarifying and amending existing guidance related to the recognition of franchise tax, the evaluation of a step up in the tax basis of goodwill, and the effects of enacted changes in tax laws or rates in the effective tax rate computation, among other clarifications. Our effective date for adoption of this ASU is our fiscal year beginning October 1, 2021 with early adoption permitted. We are currently evaluating the effects that the adoption of this guidance will have on our consolidated financial statements and the related disclosures. In April 2019, the FASB issued guidance relating to accounting for credit losses on financial instruments, including trade receivables, and derivatives and hedging. This guidance is effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted, and will be effective for the Company beginning in fiscal 2021. Management does not expect a material impact to the Company’s Consolidated Statements of Operations and Comprehensive Income or Cash Flows. In August 2018, the FASB issued guidance which modifies the disclosures on fair value measurements by removing the requirement to disclose the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and the policy for timing of such transfers. This guidance expands the disclosure requirements for Level 3 fair value measurements, primarily focused on changes in unrealized gains and losses included in other comprehensive income (loss). This guidance is effective for fiscal years beginning after December 15, 2019, with early adoption permitted, and will be effective for the Company beginning in 2021. We are currently evaluating the effects that the adoption of this guidance will have on our consolidated financial statements and the related disclosures. In August 2018, the FASB issued guidance to clarify disclosure requirements related to defined benefit pension and other post-retirement plans. The guidance is effective for fiscal years beginning after December 15, 2020, with early adoption permitted, and will be effective for the Company beginning in 2022. We are currently evaluating the effects that the adoption of this guidance will have on our consolidated financial statements and the related disclosures. New Accounting Standards Implemented In March 2020, the Financial Accounting Standards Board ("FASB") issued optional guidance for a limited time relating to accounting for the discontinuation of the LIBOR rate also known as reference rate reform. The amendments in this update provide optional practical expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments in this update are applicable to contract modifications that replace a reference LIBOR rate beginning on March 12, 2020 through December 31, 2022. The optional expedients primarily apply to the Griffon’s Credit Agreement and Non-U.S. Term Loans. The optional expedients allow the Company to account for modifications due to reference rate reform by prospectively adjusting the effective interest rate on these agreements. The Company expects to apply the optional practical expedients and exceptions to modifications of its agreements affected by reference rate reform. As of September 30, 2020, the Company has not modified its agreements subject to reference rate reform. In February 2018, the FASB issued guidance that allows companies to reclassify stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act, from accumulated other comprehensive income to retained earnings. This guidance is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted, and is effective for the Company in fiscal 2020. Upon adoption of this guidance as of October 1, 2019, based on our evaluation, we elected not to reclassify the income tax effects of the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The adoption of this standard did not have an impact on the Company's financial condition, results of operations, or cash flow. In February 2016, FASB issued guidance on lease accounting requiring lessees to recognize a right-of-use asset and a lease liability for long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. The Company adopted the requirements of the new standard as of October 1, 2019 and applied the modified retrospective approach, whereby the cumulative effect of adoption is recognized as of the date of adoption and comparative prior periods are not retrospectively adjusted. As a result, upon adoption, we have recognized right-of-use assets of $163,552 and lease liabilities of $163,676 associated with our operating leases. The standard had no material impact to retained earnings or on our Consolidated Statements of Income or Consolidated Statements of Cash Flows. In January 2017, the FASB issued guidance that simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit's goodwill with the carrying amount of that goodwill. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those periods and will be effective for the Company beginning in 2021. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We early adopted this guidance for our annual goodwill impairment testing for the year ended September 30, 2020. The adoption of this guidance did not have a material impact on the Company's financial condition, results of operations and related disclosures. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements, and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The calculation of the purchase price allocation is as follows: Accounts receivable (1) $ 32,234 Inventories (2) 28,411 Property, plant and equipment 47,464 Goodwill 70,159 Intangible assets 74,580 Other current and non-current assets 3,852 Total assets acquired 256,700 Accounts payable and accrued liabilities 68,251 Long-term liabilities 2,720 Total liabilities assumed 70,971 Total $ 185,729 (1) Includes $32,956 of gross accounts receivable of which $722 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $1,500 in inventory basis step-up, which was charged to cost of goods sold over the inventory turns of the acquired entity. The calculation of the purchase price allocation is as follows: Accounts receivable (1) $ 30,400 Inventories (2) 12,336 Property, plant and equipment 49,426 Goodwill 43,183 Intangible assets 67,600 Other current and non-current assets 2,648 Total assets acquired 205,593 Accounts payable and accrued liabilities 12,507 Long-term liabilities 660 Total liabilities assumed 13,167 Total $ 192,426 (1) Includes $30,818 of gross accounts receivable of which $418 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $13,434 of gross inventory of which $1,098 was reserved for obsolete items. |
Schedule of Goodwill and Intangible Assets Acquired as Part of Business Combination | The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the ClosetMaid acquisition are as follows: Average Goodwill $ 70,159 N/A Indefinite-lived intangibles 47,740 N/A Definite-lived intangibles 26,840 21 Total goodwill and intangible assets $ 144,739 The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the CornellCookson acquisition are as follows: Average Goodwill $ 43,183 N/A Indefinite-lived intangibles 53,500 N/A Definite-lived intangibles 14,100 12 Total goodwill and intangible assets $ 110,783 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | The following table details the components of inventory: At September 30, At September 30, Raw materials and supplies $ 135,083 $ 121,791 Work in process 81,624 93,830 Finished goods 197,118 226,500 Total $ 413,825 $ 442,121 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following table details the components of property, plant and equipment, net: At September 30, At September 30, Land, building and building improvements $ 167,005 $ 133,036 Machinery and equipment 595,126 580,698 Leasehold improvements 53,386 49,808 815,517 763,542 Accumulated depreciation and amortization (471,553 ) (426,216 ) Total $ 343,964 $ 337,326 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table provides changes in carrying value of goodwill by segment through the year ended September 30, 2020 : At September 30, Goodwill from acquisitions Reallocation of Goodwill (1) Foreign currency translation adjustments At September 30, Goodwill from acquisitions Foreign currency translation adjustments At September 30, Consumer and Professional Products $ 378,046 $ — $ (148,076 ) $ (2,701 ) $ 227,269 $ 4,451 $ 1,125 $ 232,845 Home and Building Products 42,804 300 148,076 73 191,253 — — 191,253 Defense Electronics 18,545 — — — 18,545 — — 18,545 Total $ 439,395 $ 300 $ — $ (2,628 ) $ 437,067 $ 4,451 $ 1,125 $ 442,643 (1) In accordance with the guidance set forth in ASC 350, and in connection with the modification of the Company's reportable segment structure, using a relative fair value approach, the Company reallocated $148,076 |
Schedule of Identifiable Intangible Assets | The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset: At September 30, 2020 At September 30, 2019 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships & other $ 185,940 $ 66,656 23 $ 183,515 $ 57,783 Unpatented technology 19,464 8,360 13 19,167 7,329 Total amortizable intangible assets 205,404 75,016 202,682 65,112 Trademarks 224,640 — 219,069 — Total intangible assets $ 430,044 $ 75,016 $ 421,751 $ 65,112 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | The following amounts related to the Plastics segment have been segregated from Griffon's continuing operations and are reported as discontinued operations: For the Year Ended September 30, 2019 2018 Revenue $ — $ 166,262 Cost of goods and services — 132,100 Gross profit — 34,162 Selling, general and administrative expenses 9,500 26,303 Restructuring charges — — Total operating expenses 9,500 26,303 Income from discontinued operations (9,500 ) 7,859 Other income (expense) Gain on sale of business — 112,964 Interest expense, net — (155 ) Other, net — (687 ) Total other income (expense) — 112,122 Income from operations of discontinued operations (9,500 ) 119,981 The following amounts summarize the total assets and liabilities of Plastics and Installation Services and other discontinued activities which have been segregated from Griffon’s continuing operations and are reported as assets and liabilities of discontinued operations in the consolidated balance sheets: At September 30, At September 30, Assets of discontinued operations: Prepaid and other current assets $ 2,091 $ 321 Other long-term assets 6,406 2,888 Total assets of discontinued operations $ 8,497 $ 3,209 Liabilities of discontinued operations: Accrued liabilities, current $ 3,797 $ 4,333 Other long-term liabilities 7,014 3,331 Total liabilities of discontinued operations $ 10,811 $ 7,664 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The following table details the components of accrued liabilities: At September 30, At September 30, Compensation $ 83,308 $ 61,639 Interest 4,371 4,501 Warranties and rebates 18,687 13,171 Insurance 10,997 11,996 Rent, utilities and freight 8,816 5,326 Income and other taxes 14,707 7,814 Marketing and advertising 7,968 4,417 Restructuring 2,965 — Other 19,753 15,801 Total $ 171,572 $ 124,665 |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Cost | A summary of the restructuring and other related charges included in Cost of goods and services and Selling, general and administrative expenses in the Company's Consolidated Statements of Operations were as follows: For the Year Ended September 30, 2020 Cost of goods and services $ 4,159 Selling, general and administrative expenses 11,630 Total restructuring charges $ 15,789 For the Year Ended September 30, 2020 Personnel related costs $ 7,740 Facilities, exit costs and other 3,357 Non-cash facility and other 4,692 Total $ 15,789 |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the accrued liabilities of the Company's restructuring actions: Cash Charges Cash Charges Non Cash Charges Personnel related costs Facilities & Facility and Other Costs Total Accrued liability at September 30, 2019 $ — $ — $ — $ — Charges 7,740 3,357 4,692 15,789 Payments (5,039 ) (3,093 ) — (8,132 ) Non-cash charges (1) — $ — (4,692 ) (4,692 ) Accrued liability at September 30, 2020 $ 2,701 $ 264 $ — $ 2,965 (1) Non-cash charges in Facility and Other Costs primarily represent the non-cash write-off of certain long-lived assets in connection with certain facility closures. |
WARRANTY LIABILITY (Tables)
WARRANTY LIABILITY (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability | Changes in Griffon’s warranty liability, included in Accrued liabilities, were as follows: Years Ended September 30, 2020 2019 Balance, beginning of period $ 7,894 $ 8,174 Warranties issued and changes in estimated pre-existing warranties 20,474 16,938 Actual warranty costs incurred (17,525 ) (17,218 ) Balance, end of period $ 10,843 $ 7,894 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Debt at September 30, 2020 and 2019 consisted of the following: At September 30, 2020 Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Senior notes due 2028 (a) $ 1,000,000 $ 363 $ (15,376 ) $ 984,987 5.75 % Revolver due 2025 (b) 12,858 — (2,209 ) 10,649 Variable Finance lease - real estate (e) 17,218 — (30 ) 17,188 Variable Non U.S. lines of credit (f) — — (30 ) (30 ) Variable Non U.S. term loans (f) 31,086 — (160 ) 30,926 Variable Other long term debt (g) 3,260 — (16 ) 3,244 Variable Totals 1,064,422 363 (17,821 ) 1,046,964 less: Current portion (9,922 ) — — (9,922 ) Long-term debt $ 1,054,500 $ 363 $ (17,821 ) $ 1,037,042 At September 30, 2019 Outstanding Balance Original Issuer Premium Capitalized Balance Sheet Coupon Interest Rate Senior notes due 2022 (a) $ 1,000,000 $ 867 $ (9,175 ) $ 991,692 5.25 % Revolver due 2021 (b) 50,000 — (1,243 ) 48,757 Variable Finance lease - real estate (e) 4,388 — (55 ) 4,333 5.00 % Non U.S. lines of credit (f) 17,576 — (45 ) 17,531 Variable Non U.S. term loans (f) 36,977 — (188 ) 36,789 Variable Other long term debt (g) 5,190 — (18 ) 5,172 Variable Totals 1,114,131 867 (10,724 ) 1,104,274 less: Current portion (10,525 ) — — (10,525 ) Long-term debt $ 1,103,606 $ 867 $ (10,724 ) $ 1,093,749 Interest expense consists of the following for 2020, 2019 and 2018. Year Ended September 30, 2020 Effective Interest Rate Cash Interest Amort. Debt Premium Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2028 (a) 5.90 % $ 32,511 $ — $ 1,072 $ 33,583 Senior notes due 2022 (a) 5.67 % $ 22,816 $ 122 $ 1,735 $ 24,673 Revolver due 2025 (b) Variable 5,866 — 635 6,501 Finance lease - real estate (e) Variable 386 — 25 411 Non U.S. lines of credit (f) Variable 12 — 15 27 Non U.S. term loans (f) Variable 975 — 55 1,030 Other long term debt (g) Variable 445 — 2 447 Capitalized interest (128 ) — — (128 ) Totals $ 62,883 $ 122 $ 3,539 $ 66,544 Year Ended September 30, 2019 Effective Interest Rate Cash Interest Amort. Debt Premium Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2022 (a) 5.66 % $ 52,500 $ 270 $ 3,803 $ 56,573 Revolver due 2025 (b) Variable 6,998 — 980 7,978 ESOP Loans (d) 6.3 % 937 — 186 1,123 Finance lease - real estate (e) Variable 372 — 25 397 Non U.S. lines of credit (f) Variable 19 — 15 34 Non U.S. term loan (f) Variable 1,592 — 109 1,701 Other long term debt (g) Variable 640 — 5 645 Capitalized interest (385 ) — — (385 ) Totals $ 62,673 $ 270 $ 5,123 $ 68,066 Year Ended September 30, 2018 Effective Interest Rate Cash Interest Amort. Debt Amort. Deferred Cost & Other Fees Total Interest Expense Senior notes due 2022 (a) 5.66 % $ 52,500 $ 270 $ 3,803 $ 56,573 Revolver due 2025 (b) Variable 3,718 — 565 4,283 Real estate mortgages (c) 6.3 % 1,802 — 124 1,926 ESOP Loans (d) 3.3 % 349 — 320 669 Finance lease - real estate (e) Variable 581 — 25 606 Non U.S. lines of credit (f) Variable 34 — 15 49 Non U.S. term loan (f) Variable 1,420 — 90 1,510 Other long term debt (g) Variable 494 — 7 501 Capitalized interest (549 ) — — (549 ) Totals $ 60,349 $ 270 $ 4,949 $ 65,568 Minimum payments under debt agreements for the next five years are as follows: $9,922 in 2021 , $12,667 in 2022 , $16,124 in 2023 , $1,730 in 2024 , $14,628 in 2025 and $1,009,351 thereafter. (a) On June 22, 2020, in an unregistered offering through a private placement, Griffon completed the add-on offering of $150,000 principal amount of its 5.75% senior notes due 2028, at 100.25% of par, to Griffon's previously issued $850,000 principal amount of its 5.75% senior notes due 2028, at of par, completed on February 19, 2020 (collectively, the "Senior Notes"). Proceeds from the Senior Notes were used to redeem the $1,000,000 of 5.25% senior notes due 2022 (the "2022 Senior Notes"). As of September 30, 2020, outstanding Senior Notes due totaled $1,000,000 ; interest is payable semi-annually on March 1 and September 1. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On April 22, 2020 and August 3, 2020, Griffon exchanged substantially all of the Senior Notes for substantially identical Senior Notes registered under the Securities Act of 1933, as amended (the "Securities Act"), via an exchange offer. The fair value of the 2028 Senior Notes approximated $1,040,000 on September 30, 2020 based upon quoted market prices (level 1 inputs). In connection with these transactions, Griffon capitalized $16,448 of underwriting fees and other expenses incurred related to the issuance and exchange of the Senior Notes, which will amortize over the term of such notes, and, at September 30, 2020, $15,376 remained to be amortized. Furthermore, all of the obligations associated with the 2022 Senior Notes were discharged. Additionally, Griffon recognized a $7,925 loss on the early extinguishment of debt of the 5.25% $1,000,000 2022 Senior Notes, comprised primarily of the write-off of $6,725 of remaining deferred financing fees, $607 of tender offer net premium expense and $593 of redemption interest expense. (b) On January 30, 2020, Griffon amended its Credit Agreement to increase the maximum borrowing availability from $350,000 to $400,000 , extend its maturity from March 22, 2021 to March 22, 2025 and modify certain other provisions of the facility. The facility includes a letter of credit sub-facility with a limit of $100,000 (increased from $50,000 ); and a multi-currency sub-facility of $100,000 . The Credit Agreement provides for same day borrowings of base rate loans. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time. Interest is payable on borrowings at either a LIBOR or base rate benchmark rate, plus an applicable margin, which adjusts based on financial performance. Current margins are 0.75% for base rate loans and 1.75% for LIBOR loans. The Credit Agreement has certain financial maintenance tests including a maximum total leverage ratio, a maximum senior secured leverage ratio and a minimum interest coverage ratio, as well as customary affirmative and negative covenants and events of default. The negative covenants place limits on Griffon's ability to, among other things, incur indebtedness, incur liens, and make restricted payments and investments. Borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors, and a pledge of not greater than 65% of the equity interest in Griffon’s material, first-tier foreign subsidiaries. At September 30, 2020 , under the Credit Agreement, there were $12,858 in outstanding borrowings; outstanding standby letters of credit were $16,867 ; and $370,275 was available, subject to certain loan covenants, for borrowing at that date. (c) In September 2015 and March 2016, Griffon entered into mortgage loans in the amount of $32,280 and $8,000 , respectively, that were due to mature in September 2025 and April 2018, respectively. The mortgage loans were secured and collateralized by four properties occupied by Griffon's subsidiaries and were guaranteed by Griffon. The loans had an interest at a rate of LIBOR plus 1.50% . The loans were paid off during 2018. (d) In August 2016 and as amended on June 30, 2017, Griffon’s ESOP entered into a Term Loan with a bank (the "ESOP Agreement"). The Term Loan interest rate was LIBOR plus 3.00% . The Term Loan required quarterly principal payments of $569 with a balloon payment due at maturity. The Term Loan was secured by shares purchased with the proceeds of the loan and with a lien on a specific amount of Griffon assets (which ranked pari passu with the lien granted on such assets under the Credit Agreement) and was guaranteed by Griffon. On March 13, 2019, the ESOP Term Loan was refinanced with an internal loan from Griffon which was funded with cash and a draw under its Credit Agreement. The internal loan interest rate is fixed at 2.91% , matures in June 2033 and requires quarterly payments of principal, currently $635 , and interest. The internal loan is secured by shares purchased with the proceeds of the loan. The amount outstanding on the internal loan at September 30, 2020 was $29,878 . (e) Two Griffon subsidiaries have finance leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2025, respectively, and bear interest at fixed rates of approximately 5.0% and 5.6% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five-year renewal options. As of September 30, 2020, $17,188 was outstanding, net of issuance costs. Refer to Note 22 - Leases for further details. (f) In November 2012, Garant G.P. (“Garant”), a Griffon subsidiary, entered into a CAD 15,000 ( $11,210 as of September 30, 2020) revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 1.44% LIBOR USD and 1.55% Bankers Acceptance Rate CDN as of September 30, 2020 ). The revolving facility matures in October 2022. Garant is required to maintain a certain minimum equity. As of September 30, 2020 , there were no borrowings under the revolving credit facility with CAD 15,000 ( $11,210 as of September 30, 2020 ) available for borrowing. In July 2016, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries ("Griffon Australia") entered into an AUD 29,625 term loan, AUD 20,000 revolver and AUD 10,000 receivable purchase facility agreement; the agreement was amended in March 2019. As amended, the term loan requires quarterly principal payments of AUD 1,250 plus interest with a balloon payment of AUD 9,625 due upon maturity in March 2022, and accrues interest at Bank Bill Swap Bid Rate “BBSY” plus 1.95% per annum ( 2.09% at September 30, 2020 ). During the year ended September 30, 2020, the term loan balance was reduced by AUD 5,000 from AUD 23,375 to AUD 18,375 with proceeds from an AUD 5,000 increase in the commitment of the receivables purchase line from AUD 10,000 to AUD 15,000 . As of September 30, 2020 , the term loan had an outstanding balance of AUD 15,875 ( $11,287 as of September 30, 2020). The revolving facility and receivable purchase facility mature in March 2022, but are renewable upon mutual agreement with the lender. The revolving facility and receivable purchase facility accrue interest at BBSY plus 1.9% and 1.35% , respectively, per annum ( 2.04% and 1.49% , respectively, at September 30, 2020). At September 30, 2020, there were no balances outstanding under the revolver and the receivable purchase facility. The revolver, receivable purchase facility and term loan are all secured by substantially all of the assets of Griffon Australia and its subsidiaries. Griffon Australia is required to maintain a certain minimum equity level and is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. In July 2018, the AMES Companies UK Ltd and its subsidiaries (collectively, "Ames UK") entered into a GBP 14,000 term loan, GBP 4,000 mortgage loan and GBP 5,000 revolver. The term loan and mortgage loan require quarterly principal payments of GBP 438 and GBP 105 plus interest, respectively, and have balloon payments due upon maturity, July 2023, of GBP 7,088 and GBP 2,349 , respectively. The term loan and mortgage loan accrue interest at the GBP LIBOR Rate plus 2.25% and 1.8% , respectively ( 2.30% and 1.85% at September 30, 2020, respectively). The revolving facility matures in May 2021, but is renewable upon mutual agreement with the lender, and accrues interest at the Bank of England Base Rate plus 1.5% ( 1.85% as of September 30, 2020). As of September 30, 2020, the revolver had no outstanding balance while the term and mortgage loan balances amounted to GBP 15,398 ( $19,799 as of September 30, 2020). The revolver and the term loan are both secured by substantially all of the assets of AMES UK and its subsidiaries. AMES UK is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. An invoice discounting arrangement was canceled and replaced by the above loan facilities. (g) Other long-term debt primarily consists of a loan with the Pennsylvania Industrial Development Authority, with the balance consisting of capital leases. |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Net Benefit Costs | Net periodic costs (benefits) were as follows: Defined Benefits for the Years Ended September 30, Supplemental Benefits for the Years Ended September 30, 2020 2019 2018 2020 2019 2018 Net periodic (benefits) costs: Interest cost $ 4,267 $ 5,778 $ 5,084 $ 335 $ 503 $ 544 Expected return on plan assets (10,343 ) (10,331 ) (10,736 ) — — — Amortization of: Prior service costs — — — 14 14 14 Actuarial loss 3,769 630 755 399 258 628 Total net periodic (benefits) costs $ (2,307 ) $ (3,923 ) $ (4,897 ) $ 748 $ 775 $ 1,186 |
Schedule of Assumptions Used | The weighted-average assumptions used in determining the net periodic (benefits) costs were as follows: Defined Benefits for the Years Ended September 30, Supplemental Benefits for the Years Ended September 30, 2020 2019 2018 2020 2019 2018 Discount rate 2.92 % 4.10 % 3.64 % 2.64 % 3.99 % 3.18 % Expected return on assets 7.00 % 7.00 % 7.25 % — % — % — % |
Schedule of Plan Assets and Benefit Obligation of Defined Benefit Plan | Plan assets and benefit obligation of the defined and supplemental benefit plans were as follows: Defined Benefits at September 30, Supplemental Benefits at September 30, 2020 2019 2020 2019 Change in benefit obligation: Benefit obligation at beginning of fiscal year $ 177,797 $ 161,328 $ 16,180 $ 15,718 Interest cost 4,267 5,778 335 503 Benefits paid (10,747 ) (10,790 ) (1,939 ) (1,942 ) Actuarial (gain) loss 11,686 21,481 1,494 1,901 Benefit obligation at end of fiscal year 183,003 177,797 16,070 16,180 Change in plan assets: Fair value of plan assets at beginning of fiscal year 145,610 150,680 — — Actual return on plan assets 4,261 2,606 — — Company contributions 8,021 3,114 1,939 1,942 Benefits paid (10,747 ) (10,790 ) (1,939 ) (1,942 ) Fair value of plan assets at end of fiscal year 147,145 145,610 — — Projected benefit obligation in excess of plan assets $ (35,858 ) $ (32,187 ) $ (16,070 ) $ (16,180 ) Amounts recognized in the statement of financial position consist of: Accrued liabilities $ — $ — $ (1,891 ) $ (1,906 ) Other liabilities (long-term) (35,858 ) (32,187 ) (14,179 ) (14,279 ) Total Liabilities (35,858 ) (32,187 ) (16,070 ) (16,185 ) Net actuarial losses 61,666 47,663 7,700 6,609 Prior service cost — — — 14 Deferred taxes (12,950 ) (17,098 ) (1,617 ) (2,374 ) Total Accumulated other comprehensive loss, net of tax 48,716 30,565 6,083 4,249 Net amount recognized at September 30, $ 12,858 $ (1,622 ) $ (9,987 ) $ (11,936 ) Accumulated benefit obligations $ 183,003 $ 177,797 $ 16,070 $ 16,180 Information for plans with accumulated benefit obligations in excess of plan assets: ABO $ 183,003 $ 177,797 $ 16,070 $ 16,180 PBO 183,003 177,797 16,070 16,180 Fair value of plan assets 147,145 145,610 — — |
Schedule of Weighted Average Assumptions Used in Defined and Supplemental Benefit Obligations | The weighted-average assumptions used in determining the benefit obligations were as follows: Defined Benefits at September 30, Supplemental Benefits at September 30, 2020 2019 2020 2019 Weighted average discount rate 2.30 % 2.92 % 1.69 % 2.64 % |
Schedule of Expected Benefit Payments | Estimated future benefit payments to retirees, which reflect expected future service, are as follows: For the years ending September 30, Defined Benefits Supplemental Benefits 2021 $ 11,006 $ 1,891 2022 10,964 1,787 2023 10,945 1,679 2024 10,892 1,556 2025 10,809 1,437 2026 through 2030 52,390 5,354 |
Schedule of Actual and Weighted Average Assets Allocation for Qualified Benefit Plans | The actual and weighted-average asset allocation for qualified benefit plans were as follows: At September 30, 2020 2019 Target Cash and equivalents 0.4 % 1.9 % — % Equity securities 48.5 % 49.9 % 63.0 % Fixed income 31.9 % 29.4 % 37.0 % Other 19.2 % 18.8 % — % Total 100.0 % 100.0 % 100.0 % |
Schedule of Fair Value of Pension and Postretirement Plan Assets by Asset Category | The following table presents the fair values of Griffon’s pension and post-retirement plan assets by asset category: At September 30, 2020 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Cash and equivalents $ 600 $ — $ — $ 600 Government agency securities 33,675 6,136 — 39,811 Debt instruments 179 2,722 — 2,901 Equity securities 68,987 — — 68,987 Commingled funds — — 9,362 9,362 Limited partnerships and hedge fund investments — 17,867 — 17,867 Other Securities 2,488 163 — 2,651 Subtotal $ 105,929 $ 26,888 $ 9,362 $ 142,179 Accrued income and plan receivables 4,966 Total $ 147,145 At September 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Cash and equivalents $ 2,791 $ — $ — $ 2,791 Government and agency securities 28,297 9,119 — 37,416 Debt instruments 182 2,996 — 3,178 Equity securities 72,517 — — 72,517 Commingled funds — — 8,776 8,776 Limited partnerships and hedge fund investments — 18,569 — 18,569 Other Securities 1,913 159 — 2,072 Subtotal $ 105,700 $ 30,843 $ 8,776 $ 145,319 Accrued income and plan receivables 291 Total $ 145,610 The following table represents level 3 significant unobservable inputs for the years ended September 30, 2020 and 2019: Significant As of October 1, 2019 $ — Purchases, issuances and settlements 7,695 Gains and losses 1,081 As of September 30, 2019 8,776 Purchases, issuances and settlements — Gains and losses 586 As of September 30, 2020 $ 9,362 |
Employee Stock Ownership Plan (ESOP) Disclosures | The ESOP shares were as follows: At September 30, 2020 2019 Allocated shares 3,301,448 3,209,069 Unallocated shares 2,058,187 2,259,308 Total 5,359,635 5,468,377 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Loss From Continuing Operations Before Taxes | Income taxes have been based on the following components of Income before taxes from continuing operations: For the Years Ended September 30, 2020 2019 2018 Domestic $ 42,634 $ 49,723 $ 4,942 Non-U.S. 40,123 22,455 28,868 $ 82,757 $ 72,178 $ 33,810 |
Schedule of Components of Income Tax Expense (Benefit) | Provision (benefit) for income taxes on income was comprised of the following from continuing operations: For the Years Ended September 30, 2020 2019 2018 Current $ 27,233 $ 28,778 $ 18,188 Deferred 2,095 (2,222 ) (17,633 ) Total $ 29,328 $ 26,556 $ 555 U.S. Federal $ 10,978 $ 14,160 $ (12,714 ) State and local 7,331 6,187 5,175 Non-U.S. 11,019 6,209 8,094 Total provision $ 29,328 $ 26,556 $ 555 |
Schedule of Effective Income Tax Rate Reconciliation | Differences between the effective income tax rate applied to Income and the U.S. Federal income statutory rate from continuing operations were as follows: For the Years Ended September 30, 2020 2019 2018 U.S. Federal income tax provision (benefit) rate 21.0 % 21.0 % 24.5 % State and local taxes, net of Federal benefit 6.0 % 6.6 % 10.2 % Non-U.S. taxes - foreign permanent items and taxes 3.3 % 2.0 % 3.6 % Change in tax contingency reserves 0.1 % (0.7 )% (0.6 )% Impact of federal rate change on deferred tax balances — % — % (60.0 )% Tax Reform-Repatriation of Foreign Earnings and GILTI — % 1.0 % 61.6 % Change in valuation allowance (1.5 )% 3.3 % 13.4 % Other non-deductible/non-taxable items, net 1.4 % 3.1 % (5.2 )% Non-deductible officer's compensation 4.4 % 5.2 % 6.4 % Research and U.S. foreign tax credits 1.4 % (4.7 )% (39.4 )% Share based compensation — % 0.4 % (3.8 )% Other (0.7 )% (0.4 )% (9.1 )% Effective tax provision (benefit) rate 35.4 % 36.8 % 1.6 % |
Schedule of Deferred Tax Assets and Liabilities | The tax effect of temporary differences that give rise to future deferred tax assets and liabilities are as follows: At September 30, 2020 2019 Deferred tax assets: Bad debt reserves $ 3,980 $ 1,980 Inventory reserves 9,371 8,361 Deferred compensation (equity compensation and defined benefit plans) 18,904 16,544 Compensation benefits 5,499 5,186 Insurance reserve 1,918 1,873 Warranty reserve 3,981 2,896 Lease liabilities 43,045 — Net operating loss 9,618 11,077 Tax credits 7,031 9,373 Capital loss carryback 2,205 2,000 Interest — 5,250 Other reserves and accruals 6,094 3,738 111,646 68,278 Valuation allowance (9,824 ) (10,823 ) Total deferred tax assets 101,822 57,455 Deferred tax liabilities: Goodwill and intangibles (44,051 ) (42,477 ) Property, plant and equipment (48,172 ) (43,996 ) Right-of-use assets (41,747 ) — Other (634 ) (1,096 ) Total deferred tax liabilities (134,604 ) (87,569 ) Net deferred tax liabilities $ (32,782 ) $ (30,114 ) |
Schedule of Components of Net Deferred Tax Asset Liability by Balance Sheet Account | The components of the net deferred tax liability, by balance sheet account, were as follows: At September 30, 2020 2019 Other assets $ 614 $ 137 Other liabilities (34,008 ) (31,141 ) Liabilities of discontinued operations 612 890 Net deferred liability $ (32,782 ) $ (30,114 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | The following is a roll forward of unrecognized tax benefits: Balance at September 30, 2018 $ 4,519 Additions based on tax positions related to the current year 117 Additions based on tax positions related to prior years (559 ) Lapse of Statutes (16 ) Balance at September 30, 2019 4,061 Additions based on tax positions related to the current year 125 Additions based on tax positions related to prior years 20 Reductions based on tax positions related to prior years (3 ) Lapse of Statutes (23 ) Balance at September 30, 2020 $ 4,180 |
STOCKHOLDERS' EQUITY AND EQUI_2
STOCKHOLDERS' EQUITY AND EQUITY COMPENSATION (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table summarizes the Company’s compensation expense relating to all stock-based compensation plans: For the Years Ended September 30, 2020 2019 2018 Restricted stock $ 14,702 $ 13,285 $ 10,078 ESOP 2,878 2,629 9,532 Total stock based compensation $ 17,580 $ 15,914 $ 19,610 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | A summary of restricted stock activity, inclusive of restricted stock units, for 2020 is as follows: Shares Weighted Average Grant- Date Fair Value Unvested at September 30, 2019 3,713,573 $ 12.96 Granted 1,061,624 17.10 Vested (831,748 ) 21.51 Forfeited (257,859 ) 15.35 Unvested at September 30, 2020 3,685,590 14.30 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES COMMITMENTS AND CONTINGENT LIABILITIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Aggregate Future Maturities of Lease Payments for Operating Leases | Aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 The aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 |
EARNINGS PER SHARE EARNINGS PER
EARNINGS PER SHARE EARNINGS PER SHARE (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table is a reconciliation of the share amounts (in thousands) used in computing basic and diluted EPS for 2020, 2019 and 2018 : 2020 2019 2018 Common shares outstanding 56,130 46,806 45,675 Unallocated ESOP shares (2,058 ) (2,259 ) (2,477 ) Non-vested restricted stock (3,556 ) (3,420 ) (2,522 ) Impact of weighted average shares (7,928 ) (193 ) 329 Weighted average shares outstanding - basic 42,588 40,934 41,005 Incremental shares from stock based compensation 2,427 1,954 1,417 Weighted average shares outstanding - diluted 45,015 42,888 42,422 |
QUARTERLY FINANCIAL INFORMATI_2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Quarterly results of continuing operations for 2020 and 2019 were as follows: Quarter ended Revenue Gross Profit Income from continuing operations Per Share - Basic Per Share - Diluted 2020 December 31, 2019 $ 548,438 $ 149,921 $ 10,612 $ 0.26 $ 0.24 March 31, 2020 566,350 152,032 895 0.02 0.02 June 30, 2020 632,061 165,003 21,831 0.52 0.50 September 30, 2020 660,673 174,470 20,091 0.44 0.41 $ 2,407,522 $ 641,426 $ 53,429 $ 1.25 $ 1.19 2019 December 31, 2018 $ 510,522 $ 139,780 $ 8,753 $ 0.21 $ 0.21 March 31, 2019 549,633 133,537 6,490 0.16 0.15 June 30, 2019 574,970 151,699 14,128 0.34 0.33 September 30, 2019 574,164 158,458 16,251 0.40 0.37 $ 2,209,289 $ 583,474 $ 45,622 $ 1.11 $ 1.06 |
REPORTABLE SEGMENTS (Tables)
REPORTABLE SEGMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table provides a reconciliation of Segment Adjusted EBITDA to Income before taxes and discontinued operations: For the Years Ended September 30, 2020 2019 2018 Segment Adjusted EBITDA: Consumer and Professional Products $ 104,053 $ 90,677 $ 77,061 Home and Building Products 153,631 120,161 100,339 Defense Electronics 25,228 35,104 36,063 Segment Adjusted EBITDA 282,912 245,942 213,463 Unallocated amounts, excluding depreciation (47,013 ) (46,302 ) (45,343 ) Adjusted EBITDA 235,899 199,640 168,120 Net interest expense (65,791 ) (67,260 ) (63,871 ) Depreciation and amortization (62,409 ) (61,848 ) (55,803 ) Restructuring charges (15,790 ) — — Loss from debt extinguishment (7,925 ) — — Acquisition contingent consideration 1,733 1,646 — Acquisition costs (2,960 ) — (7,597 ) Special dividend charges — — (3,220 ) Cost of life insurance benefit — — (2,614 ) Secondary equity offering costs — — (1,205 ) Income before taxes from continuing operations $ 82,757 $ 72,178 $ 33,810 Information on Griffon’s reportable segments from continuing operations is as follows: For the Years Ended September 30, REVENUE 2020 2019 2018 Consumer and Professional Products $ 1,139,233 $ 1,000,608 $ 953,612 Home and Building Products 927,313 873,640 697,969 Defense Electronics 340,976 335,041 326,337 Total consolidated net sales $ 2,407,522 $ 2,209,289 $ 1,977,918 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | For the Years Ended September 30, DEPRECIATION and AMORTIZATION 2020 2019 2018 Segment: Consumer and Professional Products $ 32,788 $ 32,289 $ 30,816 Home and Building Products 18,361 18,334 13,717 Defense Electronics 10,645 10,667 10,801 Total segment depreciation and amortization 61,794 61,290 55,334 Corporate 615 558 469 Total consolidated depreciation and amortization $ 62,409 $ 61,848 $ 55,803 CAPITAL EXPENDITURES Segment: Consumer and Professional Products $ 23,321 $ 17,828 $ 23,040 Home and Building Products 17,499 16,498 13,547 Defense Electronics 7,830 10,492 10,941 Total segment 48,650 44,818 47,528 Corporate 348 543 2,610 Total consolidated capital expenditures $ 48,998 $ 45,361 $ 50,138 ASSETS At September 30, 2020 At September 30, 2019 Segment assets: Consumer and Professional Products $ 1,262,705 $ 1,070,510 Home and Building Products 606,785 571,216 Defense Electronics 329,128 347,575 Total segment assets 2,198,618 1,989,301 Corporate 248,902 82,429 Total continuing assets 2,447,520 2,071,730 Assets of discontinued operations 8,497 3,209 Consolidated total $ 2,456,017 $ 2,074,939 |
Disaggregation of Revenue | For the Year Ended September 30, 2019 Revenue by Geographic Area - Destination Consumer and Professional Products Home and Building Products Defense Electronics Total United States $ 690,772 $ 820,396 $ 226,095 $ 1,737,263 Europe 63,284 109 36,915 100,308 Canada 72,327 39,472 10,568 122,367 Australia 165,291 16 3,712 169,019 All other countries 8,934 13,647 57,751 80,332 Consolidated revenue $ 1,000,608 $ 873,640 $ 335,041 $ 2,209,289 Revenue from contracts with customers is disaggregated by end markets, segments and geographic location, as it more accurately depicts the nature and amount of the Company’s revenue. For the Year Ended September 30, 2020 For the Year Ended September 30, 2019 Residential repair and remodel $ 173,859 $ 140,369 Retail 575,947 528,279 Residential new construction 59,907 58,709 Industrial 40,285 45,129 International excluding North America 289,235 228,122 Total Consumer and Professional Products 1,139,233 1,000,608 Residential repair and remodel 467,112 439,287 Commercial construction 354,916 335,339 Residential new construction 105,285 99,014 Total Home and Building Products 927,313 873,640 U.S. Government 222,537 211,405 International 100,623 105,705 Commercial 17,816 17,931 Total Defense Electronics 340,976 335,041 Total Consolidated Revenue $ 2,407,522 $ 2,209,289 The following table presents revenue disaggregated by geography based on the location of the Company's customer: For the Year Ended September 30, 2020 Revenue by Geographic Area - Destination Consumer and Professional Products Home and Building Products Defense Electronics Total United States $ 769,100 $ 877,115 $ 234,382 $ 1,880,597 Europe 85,339 130 38,353 123,822 Canada 74,072 38,662 12,043 124,777 Australia 203,012 — 1,882 204,894 All other countries 7,710 11,406 54,316 73,432 Consolidated revenue $ 1,139,233 $ 927,313 $ 340,976 $ 2,407,522 |
OTHER COMPREHENSIVE INCOME (L_2
OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Comprehensive Income (Loss) | Total comprehensive income (loss) were as follows: For the Years Ended September 30, 2020 2019 2018 Net income $ 53,429 $ 37,287 $ 125,678 Other comprehensive income (loss), net of taxes (6,176 ) (31,804 ) 26,369 Comprehensive income (loss) $ 47,253 $ 5,483 $ 152,047 The amounts recognized in other comprehensive income (loss) were as follows: Years Ended September 30, 2020 2019 2018 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ 5,601 $ — $ 5,601 $ (8,460 ) $ — $ (8,460 ) $ 9,403 $ — $ 9,403 Pension and other defined benefit plans (14,955 ) 3,171 (11,784 ) (30,581 ) 7,526 (23,055 ) 24,081 (7,700 ) 16,381 Cash flow hedge 10 (3 ) 7 (413 ) 124 (289 ) 900 (315 ) 585 Total other comprehensive income (loss) $ (9,344 ) $ 3,168 $ (6,176 ) $ (39,454 ) $ 7,650 $ (31,804 ) $ 34,384 $ (8,015 ) $ 26,369 |
Accumulated Other Comprehensive Income (Loss) | The components of Accumulated other comprehensive income (loss) are as follows: At September 30, 2020 2019 Foreign currency translation $ (25,683 ) $ (31,284 ) Pension and other defined benefit plans (46,598 ) (34,814 ) Cash flow hedge 189 182 Total $ (72,092 ) $ (65,916 ) |
Amounts Reclassified From Accumulated Other Comprehensive Income (Loss) | Amounts reclassified from accumulated other comprehensive income (loss) to income (loss) were as follows: For the Years Ended September 30, Gain (Loss) 2020 2019 2018 Pension amortization $ (4,182 ) $ (902 ) $ (1,397 ) Cash flow hedges (2,163 ) 1,361 657 Total before tax (6,345 ) 459 (740 ) Tax 1,332 (96 ) 155 Net of tax $ (5,013 ) $ 363 $ (585 ) |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Components of Operating Lease Cost, Cash Flow Information, and Average Lease Terms and Discount Rates | Average lease terms and discount rates were as follows: September 30, 2020 Weighted-average remaining lease term (years) Operating Leases 8.3 Finance Leases 8.5 Weighted-average discount rate Operating Leases 4.38 % Finance Leases 5.51 % For the Year Ended September 30, 2020 Fixed (a) $ 38,554 Variable (a), (b) 7,822 Short-term (b) 5,606 Total $ 51,982 (a) Primarily related to common-area maintenance and property taxes. (b) Not recorded on the balance sheet. Fixed rent expense for all operating leases totaled approximately $37,068 and $35,726 in 2019 and 2018, respectively. Supplemental cash flow information were as follows: For the Year Ended September 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 48,141 Financing cash flows from finance leases 4,122 Total $ 52,263 |
Supplemental Condensed Consolidated Balance Sheet Information | Supplemental Condensed Consolidated Balance Sheet information related to leases were as follows: At September 30, 2020 Operating Leases: Right of use assets: Operating right-of-use assets $ 161,627 Lease Liabilities: Current portion of operating lease liabilities $ 31,848 Long-term operating lease liabilities 136,054 Total operating lease liabilities $ 167,902 Finance Leases: Right of use assets: Property, plant and equipment, net (1) $ 18,774 Lease Liabilities: Notes payable and current portion of long-term debt $ 3,352 Long-term debt, net 15,339 Total financing lease liabilities $ 18,691 (1) Finance lease assets are recorded net of accumulated depreciation of $2,383 . |
Aggregate Future Maturities of Lease Payments for Operating Leases | Aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 The aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 |
Aggregate Future Maturities of Lease Payments for Finance Leases | The aggregate future maturities of lease payments for operating leases and finance leases as of September 30, 2020 are as follows (in thousands): Operating Leases Finance Leases 2021 $ 38,411 $ 4,282 2022 33,286 2,695 2023 25,599 2,375 2024 19,057 2,119 2025 16,334 2,074 2026 71,903 9,850 Total lease payments 204,590 23,395 Less: Imputed Interest (36,688 ) (4,704 ) Present value of lease liabilities $ 167,902 $ 18,691 |
CONSOLIDATING GUARANTOR AND N_2
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
Condensed Consolidating Balance Sheets | Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 125,353 $ 35,685 $ 57,051 $ — $ 218,089 Accounts receivable, net of allowances — 293,943 54,181 — 348,124 Contract assets, net of progress payments — 80,572 3,854 — 84,426 Inventories — 347,473 66,352 — 413,825 Prepaid and other current assets 14,650 25,974 6,273 — 46,897 Assets of discontinued operations — — 2,091 — 2,091 Total Current Assets 140,003 783,647 189,802 — 1,113,452 PROPERTY, PLANT AND EQUIPMENT, net 1,182 296,082 46,700 — 343,964 OPERATING LEASE RIGHT-OF-USE ASSETS 9,209 129,813 22,605 — 161,627 GOODWILL — 377,060 65,583 — 442,643 INTANGIBLE ASSETS, net 93 217,317 137,618 — 355,028 INTERCOMPANY RECEIVABLE 568,124 704,415 257,013 (1,529,552 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,724,821 784,644 3,176,855 (5,686,320 ) — OTHER ASSETS 12,585 25,953 (5,641 ) — 32,897 ASSETS OF DISCONTINUED OPERATIONS — — 6,406 — 6,406 Total Assets $ 2,456,017 $ 3,318,931 $ 3,896,941 $ (7,215,872 ) $ 2,456,017 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ — $ 2,855 $ 7,067 $ — $ 9,922 Accounts payable and accrued liabilities 37,281 276,580 89,818 — 403,679 Current portion of operating lease liabilities 1,849 24,436 5,563 — 31,848 Liabilities of discontinued operations — — 3,797 — 3,797 Total Current Liabilities 39,130 303,871 106,245 — 449,246 LONG-TERM DEBT, net 995,636 15,992 25,414 — 1,037,042 LONG-TERM OPERATING LEASE LIABILITIES 8,415 110,061 17,578 — 136,054 INTERCOMPANY PAYABLES 683,076 397,846 459,599 (1,540,521 ) — OTHER LIABILITIES 29,609 85,731 11,170 — 126,510 LIABILITIES OF DISCONTINUED OPERATIONS — — 7,014 — 7,014 Total Liabilities 1,755,866 913,501 627,020 (1,540,521 ) 1,755,866 SHAREHOLDERS’ EQUITY 700,151 2,405,430 3,269,921 (5,675,351 ) 700,151 Total Liabilities and Shareholders’ Equity $ 2,456,017 $ 3,318,931 $ 3,896,941 $ (7,215,872 ) $ 2,456,017 CONDENSED CONSOLIDATING BALANCE SHEETS At September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents 1,649 25,217 45,511 — 72,377 Accounts receivable, net of allowances — 225,870 38,580 — 264,450 Contract assets, net of progress payments — 104,109 1,002 — 105,111 Inventories, net — 372,581 69,540 — 442,121 Prepaid and other current assets 8,238 25,610 6,951 — 40,799 Assets of discontinued operations — — 321 — 321 Total Current Assets 9,887 753,387 161,905 — 925,179 PROPERTY, PLANT AND EQUIPMENT, net 1,184 289,282 46,860 — 337,326 GOODWILL — 375,734 61,333 — 437,067 INTANGIBLE ASSETS, net 93 224,275 132,271 — 356,639 INTERCOMPANY RECEIVABLE 5,834 881,110 75,684 (962,628 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,628,031 581,438 3,233,038 (5,442,507 ) — OTHER ASSETS 8,182 10,010 (2,352 ) — 15,840 ASSETS OF DISCONTINUED OPERATIONS — — 2,888 — 2,888 Total Assets 1,653,211 3,115,236 3,711,627 (6,405,135 ) 2,074,939 CURRENT LIABILITIES Notes payable and current portion of long-term debt — 3,075 7,450 — 10,525 Accounts payable and accrued liabilities 41,796 265,055 68,390 — 375,241 Liabilities of discontinued operations — — 4,333 — 4,333 Total Current Liabilities 41,796 268,130 80,173 — 390,099 LONG-TERM DEBT, net 1,040,449 3,119 50,181 — 1,093,749 INTERCOMPANY PAYABLES 71,634 466,792 444,557 (982,983 ) — OTHER LIABILITIES 21,569 73,411 15,017 — 109,997 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,331 — 3,331 Total Liabilities 1,175,448 811,452 593,259 (982,983 ) 1,597,176 SHAREHOLDERS’ EQUITY 477,763 2,303,784 3,118,368 (5,422,152 ) 477,763 Total Liabilities and Shareholders’ Equity 1,653,211 3,115,236 3,711,627 (6,405,135 ) 2,074,939 |
Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2020 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,938,972 $ 507,621 $ (39,071 ) $ 2,407,522 Cost of goods and services — 1,450,924 355,696 (40,524 ) 1,766,096 Gross profit — 488,048 151,925 1,453 641,426 Selling, general and administrative expenses 24,876 357,901 103,991 (370 ) 486,398 Income (loss) from operations (24,876 ) 130,147 47,934 1,823 155,028 Other income (expense) Interest income (expense), net (27,129 ) (38,301 ) (361 ) — (65,791 ) Loss on extinguishment of debt (7,925 ) — — — (7,925 ) Other, net (523 ) (7,946 ) 11,762 (1,848 ) 1,445 Total other income (expense) (35,577 ) (46,247 ) 11,401 (1,848 ) (72,271 ) Income (loss) before taxes (60,453 ) 83,900 59,335 (25 ) 82,757 Provision (benefit) for income taxes (11,907 ) 25,445 15,788 2 29,328 Income (loss) before equity in net income of subsidiaries (48,546 ) 58,455 43,547 (27 ) 53,429 Equity in net income (loss) of subsidiaries 101,975 43,505 58,455 (203,935 ) — Net income (loss) $ 53,429 $ 101,960 $ 102,002 $ (203,962 ) $ 53,429 Comprehensive income (loss) $ 47,253 $ 101,960 $ 102,002 $ (203,962 ) $ 47,253 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,808,824 $ 437,542 $ (37,077 ) $ 2,209,289 Cost of goods and services — 1,353,663 310,707 (38,555 ) 1,625,815 Gross profit — 455,161 126,835 1,478 583,474 Selling, general and administrative expenses 22,566 327,306 97,661 (370 ) 447,163 Income (loss) from operations (22,566 ) 127,855 29,174 1,848 136,311 Other income (expense) Interest income (expense), net (27,883 ) (39,288 ) (89 ) — (67,260 ) Other, net (778 ) (17,699 ) 23,452 (1,848 ) 3,127 Total other income (expense) (28,661 ) (56,987 ) 23,363 (1,848 ) (64,133 ) Income (loss) before taxes (51,227 ) 70,868 52,537 — 72,178 Provision (benefit) for income taxes (7,425 ) 20,534 13,447 — 26,556 Income (loss) before equity in net income of subsidiaries (43,802 ) 50,334 39,090 — 45,622 Equity in net income (loss) of subsidiaries 81,089 44,303 50,334 (175,726 ) — Income (loss) from continuing operations 37,287 94,637 89,424 (175,726 ) 45,622 Income (loss) from operations of discontinued businesses — — (11,050 ) — (11,050 ) Provision (benefit) from income taxes — — (2,715 ) — (2,715 ) Income (loss) from discontinued operations — — (8,335 ) — (8,335 ) Net Income (loss) $ 37,287 $ 94,637 $ 81,089 $ (175,726 ) $ 37,287 Comprehensive income (loss) $ 5,483 $ 87,851 $ 87,875 $ (175,726 ) $ 5,483 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Year Ended September 30, 2018 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,638,792 $ 367,149 $ (28,023 ) $ 1,977,918 Cost of goods and services — 1,250,261 245,687 (29,348 ) 1,466,600 Gross profit — 388,531 121,462 1,325 511,318 Selling, general and administrative expenses 37,540 290,475 90,872 (370 ) 418,517 Income (loss) from operations (37,540 ) 98,056 30,590 1,695 92,801 Other income (expense) Interest income (expense), net (23,911 ) (31,913 ) (8,047 ) — (63,871 ) Other, net (7,666 ) 125,531 (111,248 ) (1,737 ) 4,880 Total other income (expense) (31,577 ) 93,618 (119,295 ) (1,737 ) (58,991 ) Income (loss) before taxes from continuing operations (69,117 ) 191,674 (88,705 ) (42 ) 33,810 Provision (benefit) for income taxes (17,692 ) 9,546 8,743 (42 ) 555 Income (loss) before equity in net income of subsidiaries (51,425 ) 182,128 (97,448 ) — 33,255 Equity in net income (loss) of subsidiaries 177,103 (151,864 ) 182,128 (207,367 ) — Income (loss) from continuing operations 125,678 30,264 84,680 (207,367 ) 33,255 Income from operations of discontinued businesses — 119,981 — — 119,981 Provision (benefit) from income taxes — 27,558 — — 27,558 Loss from discontinued operations — 92,423 — — 92,423 Net income (loss) $ 125,678 $ 122,687 $ 84,680 $ (207,367 ) $ 125,678 Comprehensive income (loss) $ 152,047 $ 143,936 $ 81,389 $ (225,325 ) $ 152,047 |
Condensed Consolidating Statements of Cash Flow Statement | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2020 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 53,429 $ 101,960 $ 102,002 $ (203,962 ) $ 53,429 Net cash provided by operating activities 23,114 55,353 58,562 — 137,029 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (348 ) (42,268 ) (6,382 ) — (48,998 ) Acquired business, net of cash acquired — — (10,531 ) — (10,531 ) Proceeds from sale of assets — 345 7 — 352 Investment purchases (130 ) — — — (130 ) Net cash used in investing activities (478 ) (41,923 ) (16,906 ) — (59,307 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 178,165 — — — 178,165 Purchase of shares for treasury (7,479 ) — — — (7,479 ) Proceeds from long-term debt 1,234,723 — 5,357 — 1,240,080 Payments of long-term debt (1,272,688 ) (3,421 ) (32,806 ) — (1,308,915 ) Financing costs (17,384 ) — — — (17,384 ) Acquisition costs — — (1,733 ) — (1,733 ) Dividends paid (14,529 ) — — — (14,529 ) Other, net 260 580 (855 ) — (15 ) Net cash provided by (used in) financing activities 101,068 (2,841 ) (30,037 ) — 68,190 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (2,577 ) — (2,577 ) Effect of exchange rate changes on cash and equivalents — (121 ) 2,498 — 2,377 NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS 123,704 10,468 11,540 — 145,712 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 1,649 25,217 45,511 — 72,377 CASH AND EQUIVALENTS AT END OF PERIOD $ 125,353 $ 35,685 $ 57,051 $ — $ 218,089 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2019 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 37,287 $ 94,637 $ 81,089 $ (175,726 ) $ 37,287 Net (income) loss from discontinued operations — — 8,335 — 8,335 Net cash provided by (used in) operating activities 42,159 41,992 29,807 — 113,958 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (542 ) (38,872 ) (5,947 ) — (45,361 ) Acquired business, net of cash acquired (9,219 ) — — — (9,219 ) Proceeds from sale of business (9,500 ) — — — (9,500 ) Insurance payments (10,604 ) — — — (10,604 ) Proceeds from sale of assets — 254 26 — 280 Investment purchases (149 ) — — — (149 ) Net cash provided by (used in) investing activities (30,014 ) (38,618 ) (5,921 ) — (74,553 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (1,478 ) — — — (1,478 ) Proceeds from long-term debt 163,297 — 38,451 — 201,748 Payments of long-term debt (173,345 ) (2,973 ) (41,930 ) — (218,248 ) Change in short-term borrowings — (366 ) — — (366 ) Financing costs (1,090 ) — — — (1,090 ) Contingent consideration for acquired businesses — — (1,686 ) — (1,686 ) Dividends paid (13,676 ) — — — (13,676 ) Other, net (180 ) 8,830 (8,830 ) — (180 ) Net cash provided by (used in) financing activities (26,472 ) 5,491 (13,995 ) — (34,976 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (2,123 ) — (2,123 ) Effect of exchange rate changes on cash and equivalents — (1 ) 314 — 313 NET INCREASE IN CASH AND EQUIVALENTS (14,327 ) 8,864 8,082 — 2,619 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 15,976 16,353 37,429 — 69,758 CASH AND EQUIVALENTS AT END OF PERIOD $ 1,649 $ 25,217 $ 45,511 $ — $ 72,377 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Year Ended September 30, 2018 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 125,678 $ 122,687 $ 84,680 $ (207,367 ) $ 125,678 Net income (loss) from discontinued operations — (92,423 ) — — (92,423 ) Net cash provided by (used in) operating activities 381,417 (405,174 ) 108,981 (27,032 ) 58,192 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (544 ) (41,531 ) (8,063 ) — (50,138 ) Acquired business, net of cash acquired (368,936 ) (4,843 ) (57,153 ) — (430,932 ) Proceeds from sale of business — 474,727 — — 474,727 Insurance proceeds 8,254 — — — 8,254 Proceeds from sale of property, plant and equipment — 62 601 — 663 Net cash used in investing activities (361,226 ) 428,415 (64,615 ) — 2,574 CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (45,605 ) — — — (45,605 ) Proceeds from long-term debt 411,623 2,125 29,310 — 443,058 Payments of long-term debt (269,478 ) (5,403 ) (26,112 ) — (300,993 ) Change in short-term borrowings — 144 — — 144 Financing costs (7,793 ) — — — (7,793 ) Purchase of ESOP shares — — — — — Dividends paid (49,797 ) — — — (49,797 ) Other, net (46,405 ) 4,733 14,691 27,032 51 Net cash provided by (used in) financing activities (7,455 ) 1,599 17,889 27,032 39,065 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash provided by (used in) discontinued operations — (16,394 ) (62,533 ) — (78,927 ) Effect of exchange rate changes on cash and equivalents — (159 ) 1,332 — 1,173 NET DECREASE IN CASH AND EQUIVALENTS 12,736 8,287 1,054 — 22,077 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 3,240 8,066 36,375 — 47,681 CASH AND EQUIVALENTS AT END OF PERIOD $ 15,976 $ 16,353 $ 37,429 $ — $ 69,758 |
DESCRIPTION OF BUSINESS AND S_3
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ / shares in Units, $ in Thousands, $ in Thousands | Aug. 21, 2020USD ($)shares | Aug. 21, 2020USD ($)shares | Aug. 18, 2020USD ($)shares | Feb. 19, 2020USD ($) | Aug. 31, 2020USD ($)shares | Sep. 30, 2020USD ($)segment$ / shares | Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018USD ($) | Nov. 12, 2020USD ($) | Sep. 30, 2020AUD ($) | Sep. 30, 2020USD ($) | Jun. 08, 2020USD ($) | Jan. 30, 2020USD ($) | Jan. 29, 2020USD ($) | Nov. 30, 2019USD ($) | Oct. 01, 2019USD ($) | Sep. 30, 2019AUD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019CAD ($) | Feb. 06, 2018USD ($) | Sep. 30, 2017USD ($) |
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Non-service cost components of net periodic benefit cost (credit) | $ (1,559,000) | $ (3,148,000) | $ (3,649,000) | ||||||||||||||||||
Sale of stock, number of shares issued (in shares) | shares | 700,000 | 8,700,000 | 8,000,000 | 8,700,000 | |||||||||||||||||
Net process from sale of stock | $ 14,335,000 | $ 178,165,000 | $ 163,830,000 | $ 178,165,000 | |||||||||||||||||
Number of reportable segments | segment | 3 | ||||||||||||||||||||
Cash in non U.S. bank accounts | $ 55,000,000 | $ 34,200,000 | |||||||||||||||||||
Fair value of insurance contracts | 3,436,000 | ||||||||||||||||||||
Accumulated other comprehensive income (loss), foreign currency translation adjustment, net of tax | 5,601,000 | (8,460,000) | |||||||||||||||||||
Defined benefit plan, fair value of plan assets | 147,145,000 | 145,610,000 | |||||||||||||||||||
Change in retained earnings | 474,391,000 | 700,151,000 | 477,763,000 | $ 398,808,000 | |||||||||||||||||
Percentage of performance obligations recognized at a point in time | 86.00% | ||||||||||||||||||||
Percentage of performance obligations recognized over time | 14.00% | ||||||||||||||||||||
Customer program reserves and cash discounts netted against accounts receivable | 27,607,000 | 17,322,000 | |||||||||||||||||||
Contract assets, before allowance for credit Loss, noncurrent | 7,500,000 | 13,100,000 | |||||||||||||||||||
Depreciation, depletion and amortization, nonproduction | $ 52,819,000 | 51,926,000 | 46,733,000 | ||||||||||||||||||
Accumulated capitalized interest costs | 2,896,000 | 2,520,000 | 2,925,000 | ||||||||||||||||||
Original cost of fully depreciated property plant and equipment | 262,255,000 | ||||||||||||||||||||
Fair value projection, term | 5 years | ||||||||||||||||||||
Fair value terminal value (in percentage) | 3.00% | ||||||||||||||||||||
Operating right-of-use assets | 161,627,000 | ||||||||||||||||||||
Lease liabilities | 167,902,000 | ||||||||||||||||||||
Goodwill, impairment loss | $ 0 | 0 | 0 | ||||||||||||||||||
Research and development arrangement, contract to perform for others, costs incurred, gross | 15,400,000 | 15,400,000 | 15,400,000 | ||||||||||||||||||
Selling, general and administrative expenses | 486,398,000 | 447,163,000 | 418,517,000 | ||||||||||||||||||
Selling, General and Administrative Expenses | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Depreciation | $ 19,656,000 | $ 19,026,000 | 16,306,000 | ||||||||||||||||||
U.S. Government | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Percentage of consolidated accounts receivable | 9.00% | ||||||||||||||||||||
Home Depot | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Percentage of consolidated accounts receivable | 18.00% | ||||||||||||||||||||
Fair Value, Inputs, Level 2 | Estimate of Fair Value Measurement | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Trading securities | 1,703,000 | 1,518,000 | |||||||||||||||||||
Fair Value, Inputs, Level 2 | Portion at other than Fair Value Measurement | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Trading securities | 1,000,000 | 1,000,000 | |||||||||||||||||||
Senior Notes Due 2028 | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Debt instrument, face amount | $ 850,000,000 | $ 150,000,000 | |||||||||||||||||||
Stated percentage | 5.75% | ||||||||||||||||||||
Issuance price, percentage | 100.25% | ||||||||||||||||||||
Senior Notes Due 2028 | Fair Value, Inputs, Level 1 | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Long-term debt, fair value | 1,040,000,000 | ||||||||||||||||||||
Senior Notes Due 2022 | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Stated percentage | 5.25% | ||||||||||||||||||||
Extinguishment of debt, amount | $ 1,000,000,000 | ||||||||||||||||||||
Minimum | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Fair value discount rates (in percentage) | 7.10% | ||||||||||||||||||||
Finite-lived intangible asset, useful life | 8 years | ||||||||||||||||||||
Minimum | Building and Building Improvements | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Property, plant and equipment, useful life | 25 years | ||||||||||||||||||||
Minimum | Machinery and equipment | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Property, plant and equipment, useful life | 2 years | ||||||||||||||||||||
Maximum | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Maturity period of highly liquid investments | 3 months | ||||||||||||||||||||
Fair value discount rates (in percentage) | 9.00% | ||||||||||||||||||||
Finite-lived intangible asset, useful life | 25 years | ||||||||||||||||||||
Maximum | Building and Building Improvements | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Property, plant and equipment, useful life | 40 years | ||||||||||||||||||||
Maximum | Machinery and equipment | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Property, plant and equipment, useful life | 15 years | ||||||||||||||||||||
Australian Dollar Contracts | Designated as hedging instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Derivative, notional amount | $ 32,000 | $ 14,000 | |||||||||||||||||||
Contracts weighted average rate price (in dollars per share) | $ / shares | $ 1.41 | $ 1.48 | |||||||||||||||||||
Accumulated other comprehensive income (loss), foreign currency translation adjustment, before tax | 168,000 | 327,000 | |||||||||||||||||||
Accumulated other comprehensive income (loss), foreign currency translation adjustment, net of tax | 109,000 | 213,000 | |||||||||||||||||||
Gain (loss) on hedging activity | $ (2,163,000) | $ 1,361,000 | |||||||||||||||||||
Australian Dollar Contracts | Minimum | Designated as hedging instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Contracts expiration days | 30 days | ||||||||||||||||||||
Australian Dollar Contracts | Maximum | Designated as hedging instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Contracts expiration days | 146 days | ||||||||||||||||||||
Canadian Dollar Contract | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Derivative, notional amount | 7,900,000 | $ 3,500 | |||||||||||||||||||
Contracts weighted average rate price (in dollars per share) | $ / shares | $ 1.33 | $ 1.32 | |||||||||||||||||||
Fair value gain (loss) on foreign currency contract not qualify for hedge accounting | $ (92,000) | $ 14,000 | |||||||||||||||||||
Canadian Dollar Contract | Fair Value, Inputs, Level 2 | Not Designated as Hedging Instrument | Other Income | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Gain (loss) on sale of derivatives | $ 189,000 | 68,000 | |||||||||||||||||||
Canadian Dollar Contract | Minimum | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Term of contract | 30 days | ||||||||||||||||||||
Canadian Dollar Contract | Maximum | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Term of contract | 360 days | ||||||||||||||||||||
Great Britain Pound Contracts | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Derivative, notional amount | 5,400,000 | ||||||||||||||||||||
Fair value gain (loss) on foreign currency contract not qualify for hedge accounting | $ 39,000 | ||||||||||||||||||||
Great Britain Pound Contracts | Fair Value, Inputs, Level 2 | Not Designated as Hedging Instrument | Other Income | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Gain (loss) on sale of derivatives | $ 0 | ||||||||||||||||||||
Great Britain Pound Contracts | Minimum | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Term of contract | 2 days | ||||||||||||||||||||
Great Britain Pound Contracts | Maximum | Not Designated as Hedging Instrument | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Contracts weighted average rate price (in dollars per share) | $ / shares | $ 0.77 | ||||||||||||||||||||
Term of contract | 208 days | ||||||||||||||||||||
Foreign currency translation adjustments | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Change in retained earnings | $ (25,683,000) | $ (31,284,000) | |||||||||||||||||||
Shipping and Handling | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Selling, general and administrative expenses | $ 54,500,000 | 53,500,000 | 41,700,000 | ||||||||||||||||||
Advertising | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Selling, general and administrative expenses | $ 19,000,000 | $ 20,000,000 | 21,000,000 | ||||||||||||||||||
Cumulative Effect, Period of Adoption, Adjustment | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Change in retained earnings | $ (5,618,000) | ||||||||||||||||||||
Operating right-of-use assets | $ 163,552,000 | ||||||||||||||||||||
Lease liabilities | $ 163,676,000 | ||||||||||||||||||||
Revolver Due 2025 | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Maximum borrowing capacity | $ 400,000,000 | $ 350,000,000 | |||||||||||||||||||
PPC | Discontinued Operations, Disposed of by Sale | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Disposal group, including discontinued operation, consideration | $ 465,000,000 | ||||||||||||||||||||
One Time Charges | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | $ 35,000,000 | ||||||||||||||||||||
One Time Charges | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | $ 65,000,000 | ||||||||||||||||||||
Capital Investments | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | $ 40,000,000 | ||||||||||||||||||||
Capital Investments | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | 65,000,000 | ||||||||||||||||||||
Employee Severance and Facility Closing | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | 46,000,000 | ||||||||||||||||||||
Personnel Related Costs | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | 26,000,000 | ||||||||||||||||||||
Facilities, Exit Costs and Other | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | 20,000,000 | ||||||||||||||||||||
Asset Write-Downs | Subsequent Event | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Restructuring and related cost | $ 19,000,000 | ||||||||||||||||||||
Accounting Standards Update 2016-02 | |||||||||||||||||||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Percentage of performance obligations recognized at a point in time | 86.00% | ||
Percentage of performance obligations recognized over time | 14.00% | ||
Favorable (unfavorable) catch-up adjustments to income from operations | $ (10,650) | $ (4,500) | $ 1,400 |
Accumulated estimated costs to complete loss contracts | 10,800 | ||
Contract assets, net of progress payments | 84,426 | 105,111 | |
Decrease in contract assets balance | (20,685) | ||
Contract assets, before allowance for credit Loss, noncurrent | 7,500 | 13,100 | |
Billings in excess of costs | 24,386 | $ 26,259 | |
Increase (decrease) in contract liability | $ (1,873) | ||
Minimum | Construction and Professional Products and Home and Building Products Segments | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Payment term | 15 days | ||
Maximum | Construction and Professional Products and Home and Building Products Segments | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Payment term | 90 days |
REVENUE - Transaction price all
REVENUE - Transaction price allocated to the remaining performance obligations (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligations (backlog) | $ 380,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations (backlog), percentage to to be satisfied by the end of the year | 67.00% |
Remaining performance obligations (backlog), expected timing of satisfaction, period |
ACQUISITIONS (Details)
ACQUISITIONS (Details) £ in Thousands, $ in Thousands | Nov. 29, 2019GBP (£) | Nov. 29, 2019USD ($) | Jun. 04, 2018USD ($) | Feb. 13, 2018GBP (£) | Feb. 13, 2018USD ($) | Nov. 06, 2017USD ($) | Oct. 02, 2017USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||||
Goodwill | $ 442,643 | $ 437,067 | $ 442,643 | $ 437,067 | $ 439,395 | ||||||||
Contingent consideration earned | $ (1,403) | $ 1,333 | 1,733 | 1,646 | 0 | ||||||||
Acquisition related costs | $ 2,321 | $ 2,960 | $ 0 | ||||||||||
CornellCookson | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Revenues | 66,654 | ||||||||||||
Selling, General and Administrative Expenses | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquisition related costs | 6,097 | ||||||||||||
Cost of Sales | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquisition related costs | $ 1,500 | ||||||||||||
Vatre Group Limited | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||
Business combination, consideration transferred | £ 8,750 | $ 10,500 | |||||||||||
Goodwill | £ | 3,449 | ||||||||||||
Intangible assets | £ | 3,454 | ||||||||||||
Inventories | £ | 2,914 | ||||||||||||
Accounts receivable | £ | 2,492 | ||||||||||||
Accounts payable and other accrued liabilities | £ | £ 3,765 | ||||||||||||
CornellCookson | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||
Business combination, consideration transferred | $ 180,000 | ||||||||||||
Goodwill | 43,183 | ||||||||||||
Intangible assets | 67,600 | ||||||||||||
Inventories | 12,336 | ||||||||||||
Accounts receivable | 30,400 | ||||||||||||
Working capital adjustment | 12,426 | ||||||||||||
Definite-lived intangibles | 14,100 | ||||||||||||
Property, plant and equipment | $ 49,426 | ||||||||||||
Kelkay | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||
Business combination, consideration transferred | £ 40,452 | $ 56,118 | |||||||||||
Contingent consideration | 7,000 | ||||||||||||
Contingent consideration earned | £ | £ 2,200 | ||||||||||||
Accounts receivable and inventory | 8,894 | ||||||||||||
Land acquired | 8,241 | ||||||||||||
Kelkay | Trade Names | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Definite-lived intangibles | 19,000 | ||||||||||||
Kelkay | Customer Relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Definite-lived intangibles | $ 6,640 | ||||||||||||
Harper Brush Works | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business combination, consideration transferred | $ 4,383 | ||||||||||||
Intangible assets | 2,300 | ||||||||||||
Accounts receivable | 3,900 | ||||||||||||
Property, plant and equipment | $ 900 | ||||||||||||
ClosetMaid LLC | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | ||||||||||||
Business combination, consideration transferred | $ 185,700 | ||||||||||||
Goodwill | 70,159 | ||||||||||||
Intangible assets | 74,580 | ||||||||||||
Inventories | 28,411 | ||||||||||||
Accounts receivable | 32,234 | ||||||||||||
Definite-lived intangibles | 26,840 | ||||||||||||
Property, plant and equipment | $ 47,464 |
ACQUISITIONS (Details) - Acquis
ACQUISITIONS (Details) - Acquisition of CornellCookson, Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 04, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 442,643 | $ 437,067 | $ 439,395 | |
CornellCookson | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 30,400 | |||
Inventories | 12,336 | |||
Property, plant and equipment | 49,426 | |||
Goodwill | 43,183 | |||
Intangible assets | 67,600 | |||
Other current and non-current assets | 2,648 | |||
Total assets acquired | 205,593 | |||
Accounts payable and accrued liabilities | 12,507 | |||
Long-term liabilities | 660 | |||
Total liabilities assumed | 13,167 | |||
Total | 192,426 | |||
Receivables gross | 30,818 | |||
Allowance for accounts receivable | 418 | |||
Inventory, gross | 13,434 | |||
Inventory valuation reserves | $ 1,098 |
ACQUISITIONS (Details) - Schedu
ACQUISITIONS (Details) - Schedule of Intangible Assets Acquired in Cornell Cookson Acquisition (Details) - USD ($) $ in Thousands | Jun. 04, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 442,643 | $ 437,067 | $ 439,395 | |
CornellCookson | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 43,183 | |||
Indefinite-lived intangibles | 53,500 | |||
Definite-lived intangibles | $ 14,100 | |||
Amortization period (years) | 12 years | |||
Total goodwill and intangible assets | $ 110,783 |
ACQUISITIONS (Details) - Summar
ACQUISITIONS (Details) - Summary of Fair Values of Assets Acquired - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Oct. 02, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 442,643 | $ 437,067 | $ 439,395 | |
ClosetMaid LLC | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 32,234 | |||
Inventories | 28,411 | |||
Property, plant and equipment | 47,464 | |||
Goodwill | 70,159 | |||
Intangible assets | 74,580 | |||
Other current and non-current assets | 3,852 | |||
Total assets acquired | 256,700 | |||
Accounts payable and accrued liabilities | 68,251 | |||
Long-term liabilities | 2,720 | |||
Total liabilities assumed | 70,971 | |||
Total | 185,729 | |||
Receivables gross | 32,956 | |||
Allowance for accounts receivable | 722 | |||
Inventory step-up | $ 1,500 |
ACQUISITIONS (Details) - Summ_2
ACQUISITIONS (Details) - Summary of Goodwill and Intangible Asset Classifications - USD ($) $ in Thousands | Oct. 02, 2017 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 442,643 | $ 437,067 | $ 439,395 | |
ClosetMaid LLC | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 70,159 | |||
Indefinite-lived intangibles | 47,740 | |||
Definite-lived intangibles | 26,840 | |||
Total goodwill and intangible assets | $ 144,739 | |||
Amortization period (years) | 21 years |
INVENTORIES (Details) - Summary
INVENTORIES (Details) - Summary of inventories stated at lower cost - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 135,083 | $ 121,791 |
Work in process | 81,624 | 93,830 |
Finished goods | 197,118 | 226,500 |
Total | $ 413,825 | $ 442,121 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - Summary of property plant and equipment - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 815,517 | |
Property, plant and equipment, gross | $ 763,542 | |
Accumulated depreciation and amortization | (471,553) | |
Accumulated depreciation and amortization | (426,216) | |
Total | 343,964 | |
Total | 337,326 | |
Land, building and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 167,005 | |
Property, plant and equipment, gross | 133,036 | |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 595,126 | |
Property, plant and equipment, gross | 580,698 | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 53,386 | |
Property, plant and equipment, gross | $ 49,808 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of changes in carrying value of goodwill - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 437,067 | $ 439,395 |
Goodwill from acquisitions | 4,451 | 300 |
Reallocation of Goodwill | 0 | |
Foreign currency translation adjustments | 1,125 | (2,628) |
Goodwill, ending balance | 442,643 | 437,067 |
Consumer and Professional Products | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 227,269 | 378,046 |
Goodwill from acquisitions | 4,451 | 0 |
Reallocation of Goodwill | (148,076) | |
Foreign currency translation adjustments | 1,125 | (2,701) |
Goodwill, ending balance | 232,845 | 227,269 |
Home and Building Products | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 191,253 | 42,804 |
Goodwill from acquisitions | 0 | 300 |
Reallocation of Goodwill | 148,076 | |
Foreign currency translation adjustments | 0 | 73 |
Goodwill, ending balance | 191,253 | 191,253 |
Defense Electronics | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 18,545 | 18,545 |
Goodwill from acquisitions | 0 | 0 |
Reallocation of Goodwill | 0 | |
Foreign currency translation adjustments | 0 | 0 |
Goodwill, ending balance | $ 18,545 | $ 18,545 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of gross carrying value and accumulated amortization of intangible assets - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 205,404 | $ 202,682 |
Trademarks | 224,640 | 219,069 |
Total intangible assets | 430,044 | 421,751 |
Accumulated Amortization | 75,016 | 65,112 |
Customer Relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 185,940 | 183,515 |
Accumulated Amortization | $ 66,656 | 57,783 |
Average Life (Years) | 23 years | |
Unpatented technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 19,464 | 19,167 |
Accumulated Amortization | $ 8,360 | $ 7,329 |
Average Life (Years) | 13 years |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLES (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Line Items] | |||
Goodwill, impairment loss | $ 0 | $ 0 | $ 0 |
Reallocation of goodwill | 0 | ||
Amortization expense | 9,590,000 | 9,922,000 | $ 9,070,000 |
Amortization expense estimated for 2021 | 9,443,000 | ||
Amortization expense estimated for 2022 | 9,436,000 | ||
Amortization expense estimated for 2023 | 9,357,000 | ||
Amortization expense estimated for 2024 | 9,331,000 | ||
Amortization expense estimated for 2025 | 9,331,000 | ||
Amortization expense estimated thereafter | $ 83,490,000 | ||
Consumer and Professional Products | |||
Goodwill [Line Items] | |||
Reallocation of goodwill | (148,076,000) | ||
Home and Building Products (HBP) | |||
Goodwill [Line Items] | |||
Reallocation of goodwill | $ 148,076,000 | ||
Accounting Standards Update 2017-04 | |||
Goodwill [Line Items] | |||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201704Member |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) | 12 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Feb. 06, 2018 | Nov. 15, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Discontinued operation, claims dispute settlement | $ 11,050,000 | ||||
Discontinued operation, claims dispute settlement, net of tax | 8,335,000 | ||||
Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal group, post-close adjustment, gross | $ 9,500,000 | ||||
Disposal group, post-close adjustment, net | 7,085,000 | ||||
Installation Services | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Revenue | 0 | 0 | $ 0 | ||
PPC | Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal group, including discontinued operation, consideration | $ 465,000,000 | ||||
Gain on sale of business | 112,964,000 | ||||
Gain on sale of business net of tax | 81,041,000 | ||||
Plastics | Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal group, including discontinued operation, consideration | $ 465,000,000 | ||||
Gain on sale of business | 0 | 112,964,000 | |||
Revenue | $ 0 | $ 166,262,000 | |||
Plastics | Discontinued Operations, Held-for-sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal group, including discontinued operation, consideration | $ 465,000,000 |
DISCONTINUED OPERATIONS - Balan
DISCONTINUED OPERATIONS - Balance Sheets Information (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Other long-term assets | $ 6,406 | $ 2,888 |
Total assets of discontinued operations | 8,497 | 3,209 |
Other long-term liabilities | 7,014 | 3,331 |
Discontinued and Disposed Groups | Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Prepaid and other current assets | 2,091 | 321 |
Other long-term assets | 6,406 | 2,888 |
Total assets of discontinued operations | 8,497 | 3,209 |
Accrued liabilities | 3,797 | 4,333 |
Other long-term liabilities | 7,014 | 3,331 |
Total liabilities of discontinued operations | $ 10,811 | $ 7,664 |
DISCONTINUED OPERATIONS - Incom
DISCONTINUED OPERATIONS - Income Statement Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income (loss) from discontinued operations | $ 0 | $ (8,335) | $ 92,423 |
Plastics | Discontinued Operations, Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue | 0 | 166,262 | |
Cost of goods and services | 0 | 132,100 | |
Gross profit | 0 | 34,162 | |
Selling, general and administrative expenses | 9,500 | 26,303 | |
Restructuring charges | 0 | 0 | |
Total operating expenses | 9,500 | 26,303 | |
Income from discontinued operations | (9,500) | 7,859 | |
Gain on sale of business | 0 | 112,964 | |
Interest expense, net | 0 | (155) | |
Other, net | 0 | (687) | |
Total other income (expense) | 0 | 112,122 | |
Income (loss) from discontinued operations | $ (9,500) | $ 119,981 |
ACCRUED LIABILITIES (Details) -
ACCRUED LIABILITIES (Details) - Schedule of accrued liabilities - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Payables and Accruals [Abstract] | ||
Compensation | $ 83,308 | $ 61,639 |
Interest | 4,371 | 4,501 |
Warranties and rebates | 18,687 | 13,171 |
Insurance | 10,997 | 11,996 |
Rent, utilities and freight | 8,816 | 5,326 |
Income and other taxes | 14,707 | 7,814 |
Marketing and advertising | 7,968 | 4,417 |
Restructuring | 2,965 | 0 |
Other | 19,753 | 15,801 |
Total | $ 171,572 | $ 124,665 |
RESTRUCTURING CHARGES - Narrati
RESTRUCTURING CHARGES - Narrative (Details) | Nov. 12, 2020USD ($)position | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2020USD ($)position | Nov. 30, 2019USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 3,488,000 | $ 1,224,000 | $ 3,005,000 | $ 4,148,000 | |||
Non-cash charges | $ 4,692,000 | ||||||
Impairment charge, operating lease | 1,968,000 | ||||||
Impairment charge, leasehold improvements | 671,000 | ||||||
One Time Charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 35,000,000 | ||||||
Capital Investments | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 40,000,000 | ||||||
Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Non-cash charges | 0 | ||||||
Facilities, Exit Costs and Other | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Non-cash charges | 0 | ||||||
Subsequent Event | One Time Charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 65,000,000 | ||||||
Subsequent Event | Capital Investments | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 65,000,000 | ||||||
Subsequent Event | Employee Severance and Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 46,000,000 | ||||||
Subsequent Event | Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 26,000,000 | ||||||
Subsequent Event | Facilities, Exit Costs and Other | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 20,000,000 | ||||||
Subsequent Event | Asset Write-Downs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 19,000,000 | ||||||
Telephonics Corporation | Voluntary Employee Retirement Plan | Capital Investments | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 4,000,000 | ||||||
Telephonics Corporation | Voluntary Employee Retirement Plan | Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 2,120,000 | ||||||
Telephonics Corporation | Voluntary Employee Retirement Plan | Subsequent Event | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Expected number of headcount reduced | position | 90 | ||||||
Telephonics Corporation | Voluntary Employee Retirement Plan | Subsequent Event | Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 4,500,000 | ||||||
Consumer and Professional Products | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 13,669,000 | ||||||
Non-cash charges | 4,692,000 | ||||||
Impairment charge, operating lease | 1,968,000 | ||||||
Impairment charge, leasehold improvements | 671,000 | ||||||
Impairment of inventory | 304,000 | ||||||
Impairment of machinery and equipment | $ 1,749,000 | ||||||
Number of headcount reduced | position | 167 | ||||||
Consumer and Professional Products | One Time Charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 35,000,000 | ||||||
Consumer and Professional Products | Capital Investments | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 40,000,000 | ||||||
Consumer and Professional Products | Employee Severance and Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | $ 8,977,000 | ||||||
Consumer and Professional Products | Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | 5,620,000 | ||||||
Consumer and Professional Products | Facilities, Exit Costs and Other | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | $ 3,357,000 | ||||||
Consumer and Professional Products | Asset Write-Downs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 19,000,000 | ||||||
Consumer and Professional Products | Subsequent Event | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Project roll-out term | 5 years | ||||||
Consumer and Professional Products | Subsequent Event | One Time Charges | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 65,000,000 | ||||||
Consumer and Professional Products | Subsequent Event | Capital Investments | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | 65,000,000 | ||||||
Consumer and Professional Products | Subsequent Event | Employee Severance and Facility Closing | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | 46,000,000 | ||||||
Consumer and Professional Products | Subsequent Event | Personnel Related Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | 26,000,000 | ||||||
Consumer and Professional Products | Subsequent Event | Facilities, Exit Costs and Other | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Cash charges | $ 20,000,000 |
RESTRUCTURING CHARGES - Summary
RESTRUCTURING CHARGES - Summary of the restructuring and other related charges (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Charges | $ 15,789 |
Personnel Related Costs | |
Restructuring Cost and Reserve [Line Items] | |
Charges | 7,740 |
Facilities, Exit Costs and Other | |
Restructuring Cost and Reserve [Line Items] | |
Charges | 3,357 |
Non-cash facility and other | |
Restructuring Cost and Reserve [Line Items] | |
Charges | 4,692 |
Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Charges | 4,159 |
Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Charges | $ 11,630 |
RESTRUCTURING CHARGES - Summa_2
RESTRUCTURING CHARGES - Summary of accrued liability for the restructuring and related charges (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Restructuring reserve, beginning balance | $ 0 |
Charges | 15,789 |
Payments | (8,132) |
Non-cash charges | (4,692) |
Restructuring reserve, ending balance | 2,965 |
Personnel Related Costs | |
Restructuring Reserve [Roll Forward] | |
Restructuring reserve, beginning balance | 0 |
Charges | 7,740 |
Payments | (5,039) |
Non-cash charges | 0 |
Restructuring reserve, ending balance | 2,701 |
Facilities & Exit Costs | |
Restructuring Reserve [Roll Forward] | |
Restructuring reserve, beginning balance | 0 |
Charges | 3,357 |
Payments | (3,093) |
Non-cash charges | 0 |
Restructuring reserve, ending balance | 264 |
Non Cash Facility and Other Costs | |
Restructuring Reserve [Roll Forward] | |
Restructuring reserve, beginning balance | 0 |
Charges | 4,692 |
Payments | 0 |
Non-cash charges | (4,692) |
Restructuring reserve, ending balance | $ 0 |
WARRANTY LIABILITY (Details)
WARRANTY LIABILITY (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Defense Electronics | Minimum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 1 year |
Defense Electronics | Maximum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 2 years |
Home and Building Products (HBP) | Minimum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 1 year |
Home and Building Products (HBP) | Maximum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 10 years |
Consumer and Professional Products | |
Product Warranty Liability [Line Items] | |
Product warranty period | 90 days |
Consumer and Professional Products | Minimum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 1 year |
Consumer and Professional Products | Maximum | |
Product Warranty Liability [Line Items] | |
Product warranty period | 10 years |
WARRANTY LIABILITY (Details) -
WARRANTY LIABILITY (Details) - Summary of changes in warrant liability included in Accrued liabilities - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Balance, beginning of period | $ 7,894 | $ 8,174 |
Warranties issued and changes in estimated pre-existing warranties | 20,474 | 16,938 |
Actual warranty costs incurred | (17,525) | (17,218) |
Balance, end of period | $ 10,843 | $ 7,894 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) $ in Thousands | Jun. 30, 2017USD ($) | Jul. 31, 2016AUD ($) | Jul. 31, 2018GBP (£) | Jul. 31, 2016AUD ($) | Nov. 30, 2012CAD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2020AUD ($)option | Sep. 30, 2020USD ($)option | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2020GBP (£) | Sep. 30, 2020AUD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2020CAD ($) | Sep. 29, 2020AUD ($) | Jun. 22, 2020USD ($) | Feb. 19, 2020USD ($) | Jan. 30, 2020USD ($) | Jan. 29, 2020USD ($) | Sep. 30, 2019AUD ($) | Sep. 30, 2019USD ($) | Mar. 31, 2016USD ($)property | Sep. 30, 2015USD ($) | Feb. 27, 2014 |
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Minimum payments under debt agreements for 2021 | $ 9,922,000 | ||||||||||||||||||||||||
Minimum payments under debt agreements for 2022 | 12,667,000 | ||||||||||||||||||||||||
Minimum payments under debt engagement for 2023 | 16,124,000 | ||||||||||||||||||||||||
Minimum payments under debt agreements for 2024 | 1,730,000 | ||||||||||||||||||||||||
Minimum payments under debt agreements for 2025 | 14,628,000 | ||||||||||||||||||||||||
Minimum payments under debt agreements thereafter | 1,009,351,000 | ||||||||||||||||||||||||
Long-term debt, gross | 1,064,422,000 | $ 1,114,131,000 | |||||||||||||||||||||||
Capitalized fees & expenses | 17,821,000 | 10,724,000 | |||||||||||||||||||||||
Gain (loss) from debt extinguishment | $ (969,000) | $ (5,245,000) | $ (7,925,000) | $ 0 | $ 0 | ||||||||||||||||||||
Line of credit facility, amount outstanding | $ 0 | ||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.30% | ||||||||||||||||||||||||
Outstanding debt | 1,046,964,000 | 1,104,274,000 | |||||||||||||||||||||||
Revolver Due 2025 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, remaining borrowing capacity | 370,275,000 | ||||||||||||||||||||||||
Maximum borrowing capacity | $ 400,000,000 | $ 350,000,000 | |||||||||||||||||||||||
Term Loan | Northcote Holdings Pty. Ltd | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | $ 29,625,000 | $ 29,625,000 | |||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 15,875,000 | $ 11,287,000 | $ 18,375,000 | $ 23,375,000 | |||||||||||||||||||||
Debt instrument, periodic payment, principal | 1,250,000 | ||||||||||||||||||||||||
Debt instrument, balloon payment | 9,625,000 | 9,625,000 | |||||||||||||||||||||||
Debt instrument, interest rate at period end | 2.09% | 2.09% | 2.09% | 2.09% | |||||||||||||||||||||
Term loan balance increase | $ 5,000,000 | ||||||||||||||||||||||||
Term Loan | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | £ | £ 14,000,000 | ||||||||||||||||||||||||
Debt instrument, periodic payment, principal | £ | 438,000 | ||||||||||||||||||||||||
Debt instrument, balloon payment | £ | 7,088,000 | ||||||||||||||||||||||||
Revolving Credit Facility | Northcote Holdings Pty. Ltd | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, interest rate at period end | 2.04% | 2.04% | 2.04% | 2.04% | |||||||||||||||||||||
Maximum borrowing capacity | 20,000,000 | 20,000,000 | |||||||||||||||||||||||
Revolving Credit Facility | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | £ | £ 5,000,000 | ||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.50% | 1.85% | 1.85% | ||||||||||||||||||||||
Outstanding debt | £ | £ 0 | ||||||||||||||||||||||||
Term and Mortgage Loan July 2018 | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Outstanding debt | £ 15,398,000 | $ 19,799,000 | |||||||||||||||||||||||
Letter of Credit Subfacility | Revolver Due 2025 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | 100,000,000 | 50,000,000 | |||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 16,867,000 | ||||||||||||||||||||||||
Multicurrency Subfacility | Revolver Due 2025 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | 100,000,000 | ||||||||||||||||||||||||
Margin Rate | Revolver Due 2025 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, interest rate during period | 0.75% | 0.75% | |||||||||||||||||||||||
LIBOR Rate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, interest rate during period | 1.75% | 1.75% | |||||||||||||||||||||||
Receivables Purchase Facility | Northcote Holdings Pty. Ltd | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | $ 10,000,000 | $ 10,000,000 | |||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.35% | ||||||||||||||||||||||||
Outstanding debt | $ 15,000,000 | $ 10,000,000 | |||||||||||||||||||||||
Debt instrument, interest rate at period end | 1.49% | 1.49% | 1.49% | 1.49% | |||||||||||||||||||||
Increase in the commitment of receivables purchase line | $ 5,000,000 | ||||||||||||||||||||||||
Finance Lease - Real Estate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Long-term debt, gross | $ 17,218,000 | ||||||||||||||||||||||||
Capitalized fees & expenses | 30,000 | ||||||||||||||||||||||||
Outstanding debt | 17,188,000 | ||||||||||||||||||||||||
Revolver Due 2025 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Long-term debt, gross | 12,858,000 | ||||||||||||||||||||||||
Capitalized fees & expenses | 2,209,000 | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 400,000,000 | $ 350,000,000 | |||||||||||||||||||||||
Maximum percentage of equity interest of subsidiaries borrowings guaranteed | 65.00% | 65.00% | |||||||||||||||||||||||
Outstanding debt | 10,649,000 | ||||||||||||||||||||||||
Senior Notes | Fair Value, Inputs, Level 1 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Notes payable, fair value disclosure | 1,040,000,000 | ||||||||||||||||||||||||
Senior Notes | Senior Notes Due 2028 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | $ 150,000,000 | $ 850,000,000 | |||||||||||||||||||||||
Stated percentage | 5.75% | 5.75% | |||||||||||||||||||||||
Issuance price, percentage | 100.25% | ||||||||||||||||||||||||
Capitalized fees & expenses | 16,448,000 | ||||||||||||||||||||||||
Unamortized debt issuance expense | $ 15,376,000 | ||||||||||||||||||||||||
Senior Notes | Senior Notes Due 2022 | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | $ 1,000,000,000 | ||||||||||||||||||||||||
Stated percentage | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | |||||||||||||||||||
Gain (loss) from debt extinguishment | $ (7,925,000) | ||||||||||||||||||||||||
Extinguishment of debt, amount | 1,000,000,000 | ||||||||||||||||||||||||
Write off of deferred debt issuance cost | 6,725,000 | ||||||||||||||||||||||||
Tender offer net premium expense | 607,000 | ||||||||||||||||||||||||
Redemption interest expense | $ 593,000 | ||||||||||||||||||||||||
Real Estate Mortgages | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | $ 8,000,000 | $ 32,280,000 | |||||||||||||||||||||||
Number of secured properties | property | 4 | ||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.50% | 1.50% | |||||||||||||||||||||||
ESOP Loans | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, periodic payment, principal | $ 569,000 | $ 635,000 | |||||||||||||||||||||||
Outstanding debt | $ 29,878,000 | ||||||||||||||||||||||||
Non U.S. Lines of Credit | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Long-term debt, gross | 0 | 17,576,000 | |||||||||||||||||||||||
Capitalized fees & expenses | 30,000 | 45,000 | |||||||||||||||||||||||
Line of credit facility, remaining borrowing capacity | 11,210,000 | $ 15,000 | |||||||||||||||||||||||
Outstanding debt | $ (30,000) | $ 17,531,000 | |||||||||||||||||||||||
Proceeds from long-term lines of credit | $ 15,000 | $ 11,210,000 | |||||||||||||||||||||||
Non U.S. Lines of Credit | LIBOR Rate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, interest rate at period end | 1.44% | 1.44% | 1.44% | 1.44% | |||||||||||||||||||||
Non U.S. Lines of Credit | Bankers Acceptance Rate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Line of credit facility, interest rate at period end | 1.55% | 1.55% | 1.55% | 1.55% | |||||||||||||||||||||
Mortgages | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, face amount | £ | £ 4,000,000 | ||||||||||||||||||||||||
Debt instrument, periodic payment, principal | £ | 105,000 | ||||||||||||||||||||||||
Debt instrument, balloon payment | £ | £ 2,349,000 | ||||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) | Term Loan | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.25% | 2.30% | 2.30% | ||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) | ESOP Loans | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 3.00% | 2.91% | 2.91% | ||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) | Mortgages | Ames UK | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.80% | 1.85% | 1.85% | ||||||||||||||||||||||
Bank Bill Swap Bid Rate | Term Loan | Northcote Holdings Pty. Ltd | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.95% | ||||||||||||||||||||||||
Bank Bill Swap Bid Rate | Revolving Credit Facility | Northcote Holdings Pty. Ltd | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.90% | ||||||||||||||||||||||||
Troy, Ohio | Finance Lease - Real Estate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.00% | 5.00% | 5.00% | 5.00% | |||||||||||||||||||||
Ocala, Florida | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Finance lease, renewal term | 5 years | 5 years | 5 years | 5 years | |||||||||||||||||||||
Ocala, Florida | Finance Lease - Real Estate | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.60% | 5.60% | 5.60% | 5.60% | |||||||||||||||||||||
Number of option to extend | option | 2 | 2 |
LONG-TERM DEBT (Details) - Summ
LONG-TERM DEBT (Details) - Summary of long-term debt - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 1,064,422 | $ 1,114,131 |
less: Current portion | (9,922) | (10,525) |
Long-term debt | 1,054,500 | 1,103,606 |
Original Issuer Premium | 363 | 867 |
less: Current portion | 0 | 0 |
Non-current | 363 | 867 |
Capitalized fees & expenses | (17,821) | (10,724) |
Capitalized Fees & Expenses, Current | 0 | 0 |
Capitalized Fees & Expenses, Noncurrent | (17,821) | (10,724) |
Balance Sheet | 1,046,964 | 1,104,274 |
less: Current portion | (9,922) | (10,525) |
Long-term debt | 1,037,042 | 1,093,749 |
Senior Notes Due 2028 | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 1,000,000 | |
Original Issuer Premium | 363 | |
Capitalized fees & expenses | (15,376) | |
Balance Sheet | $ 984,987 | |
Coupon Interest Rate | 5.75% | |
Senior Notes Due 2022 | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 1,000,000 | |
Original Issuer Premium | 867 | |
Capitalized fees & expenses | (9,175) | |
Balance Sheet | $ 991,692 | |
Coupon Interest Rate | 5.25% | |
Revolver Due 2025 | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 12,858 | |
Original Issuer Premium | 0 | |
Capitalized fees & expenses | (2,209) | |
Balance Sheet | 10,649 | |
Revolver Due 2021 | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 50,000 | |
Original Issuer Premium | 0 | |
Capitalized fees & expenses | (1,243) | |
Balance Sheet | 48,757 | |
Finance Lease - Real Estate | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 17,218 | |
Original Issuer Premium | 0 | |
Capitalized fees & expenses | (30) | |
Balance Sheet | 17,188 | |
Finance Lease - Real Estate | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 4,388 | |
Original Issuer Premium | 0 | |
Capitalized fees & expenses | (55) | |
Balance Sheet | $ 4,333 | |
Coupon Interest Rate | 5.00% | |
Non U.S. Lines of Credit | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 0 | $ 17,576 |
Original Issuer Premium | 0 | 0 |
Capitalized fees & expenses | (30) | (45) |
Balance Sheet | (30) | 17,531 |
Non U.S. Term Loans | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 31,086 | 36,977 |
Original Issuer Premium | 0 | 0 |
Capitalized fees & expenses | (160) | (188) |
Balance Sheet | 30,926 | 36,789 |
Other Long Term Debt | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 3,260 | 5,190 |
Original Issuer Premium | 0 | 0 |
Capitalized fees & expenses | (16) | (18) |
Balance Sheet | $ 3,244 | $ 5,172 |
LONG-TERM DEBT (Details) - Su_2
LONG-TERM DEBT (Details) - Summary of interest expense incurred - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | |||
Cash Interest | $ 62,883 | $ 62,673 | $ 60,349 |
Amort. Debt Premium | 122 | 270 | 270 |
Amort. Deferred Cost & Other Fees | 3,539 | 5,123 | 4,949 |
Capitalized interest | 128 | 385 | 549 |
Total Interest Expense | $ 66,544 | $ 68,066 | $ 65,568 |
Senior Notes Due 2028 | |||
Debt Instrument [Line Items] | |||
Effective Interest Rate | 5.90% | ||
Cash Interest | $ 32,511 | ||
Amort. Debt Premium | 0 | ||
Amort. Deferred Cost & Other Fees | 1,072 | ||
Total Interest Expense | $ 33,583 | ||
Senior Notes Due 2022 | |||
Debt Instrument [Line Items] | |||
Effective Interest Rate | 5.67% | 5.66% | 5.66% |
Cash Interest | $ 22,816 | $ 52,500 | $ 52,500 |
Amort. Debt Premium | 122 | 270 | 270 |
Amort. Deferred Cost & Other Fees | 1,735 | 3,803 | 3,803 |
Total Interest Expense | 24,673 | 56,573 | 56,573 |
Revolver Due 2025 | |||
Debt Instrument [Line Items] | |||
Cash Interest | 5,866 | 6,998 | 3,718 |
Amort. Debt Premium | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 635 | 980 | 565 |
Total Interest Expense | 6,501 | $ 7,978 | $ 4,283 |
Real Estate Mortgages | |||
Debt Instrument [Line Items] | |||
Effective Interest Rate | 6.30% | ||
Cash Interest | $ 1,802 | ||
Amort. Debt Premium | 0 | ||
Amort. Deferred Cost & Other Fees | 124 | ||
Total Interest Expense | $ 1,926 | ||
ESOP Loans | |||
Debt Instrument [Line Items] | |||
Effective Interest Rate | 6.30% | 3.30% | |
Cash Interest | $ 937 | $ 349 | |
Amort. Debt Premium | 0 | 0 | |
Amort. Deferred Cost & Other Fees | 186 | 320 | |
Total Interest Expense | 1,123 | 669 | |
Finance Lease - Real Estate | |||
Debt Instrument [Line Items] | |||
Cash Interest | 386 | ||
Amort. Debt Premium | 0 | ||
Amort. Deferred Cost & Other Fees | 25 | ||
Total Interest Expense | 411 | ||
Finance Lease - Real Estate | |||
Debt Instrument [Line Items] | |||
Cash Interest | 372 | 581 | |
Amort. Debt Premium | 0 | 0 | |
Amort. Deferred Cost & Other Fees | 25 | 25 | |
Total Interest Expense | 397 | 606 | |
Non U.S. Lines of Credit | |||
Debt Instrument [Line Items] | |||
Cash Interest | 12 | 19 | 34 |
Amort. Debt Premium | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 15 | 15 | 15 |
Total Interest Expense | 27 | 34 | 49 |
Non U.S. Term Loans | |||
Debt Instrument [Line Items] | |||
Cash Interest | 975 | 1,592 | 1,420 |
Amort. Debt Premium | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 55 | 109 | 90 |
Total Interest Expense | 1,030 | 1,701 | 1,510 |
Other Long Term Debt | |||
Debt Instrument [Line Items] | |||
Cash Interest | 445 | 640 | 494 |
Amort. Debt Premium | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 2 | 5 | 7 |
Total Interest Expense | $ 447 | $ 645 | $ 501 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2020 | Jan. 01, 2019 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Defined contribution plan, employer discretionary contribution amount | $ 11,956 | $ 11,788 | $ 11,053 | ||
Postemployment benefits liability | 1,833 | 1,852 | |||
Non-service cost components of net periodic benefit cost (credit) | $ (1,559) | (3,148) | (3,649) | ||
Change in discount rate | 10.00% | ||||
Tax benefit for amortization of pension cost | $ 878 | 221 | 342 | ||
Defined benefit plan, actuarial gain (loss) | (6,277) | ||||
Service cost | 15 | ||||
Adjusted funding target attainment percent | 93.70% | ||||
Adjusted funding target attainment percent, threshold | 80.00% | ||||
Defined benefit plans, estimated future employer contributions in next fiscal year | $ 2,107 | ||||
Completion period of service | 1 year | ||||
Maximum compensation of proportion | $ 285 | ||||
Employee stock ownership plan (ESOP), compensation expense | 2,878 | 2,629 | 9,532 | ||
Special dividend ESOP charges | $ 2,588 | ||||
Employee stock ownership plan (ESOP), deferred shares, fair value | 40,217 | 47,378 | |||
Other Postretirement Benefits Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Accumulated other comprehensive income (loss), pension and other postretirement benefit plans, net of tax | (196) | (146) | |||
Pension and other postretirement benefit expense | 46 | 50 | |||
Supplemental Employee Retirement Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Accumulated other comprehensive income (loss), pension and other postretirement benefit plans, net of tax | (6,083) | (4,249) | |||
Defined benefit plan, actuarial gain (loss) | (1,494) | (1,901) | |||
Defined benefit plan, expected future benefit payments, next twelve months | 1,891 | ||||
Pension Plan | |||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Accumulated other comprehensive income (loss), pension and other postretirement benefit plans, net of tax | (48,716) | (30,565) | |||
Defined benefit plan, actuarial gain (loss) | (11,686) | $ (21,481) | |||
Defined benefit plan, expected future benefit payments, next twelve months | 11,006 | ||||
Defined benefit plan, expected future employer contributions, current fiscal year | $ 2,764 |
EMPLOYEE BENEFIT PLANS (Detai_2
EMPLOYEE BENEFIT PLANS (Details) - Schedule of net periodic costs - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Amortization of: | |||
Total net periodic (benefits) costs | $ (1,559) | $ (3,148) | $ (3,649) |
Supplemental Employee Retirement Plan | |||
Net periodic (benefits) costs: | |||
Interest cost | 335 | 503 | 544 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of: | |||
Prior service costs | 14 | 14 | 14 |
Actuarial loss | 399 | 258 | 628 |
Total net periodic (benefits) costs | 748 | 775 | 1,186 |
Pension Plan | |||
Net periodic (benefits) costs: | |||
Interest cost | 4,267 | 5,778 | 5,084 |
Expected return on plan assets | (10,343) | (10,331) | (10,736) |
Amortization of: | |||
Prior service costs | 0 | 0 | 0 |
Actuarial loss | 3,769 | 630 | 755 |
Total net periodic (benefits) costs | $ (2,307) | $ (3,923) | $ (4,897) |
EMPLOYEE BENEFIT PLANS (Detai_3
EMPLOYEE BENEFIT PLANS (Details) - Weighted-average assumptions used in determining the net periodic benefit costs | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 2.92% | 4.10% | 3.64% |
Expected return on assets | 7.00% | 7.00% | 7.25% |
Weighted average discount rate | 2.30% | 2.92% | |
Supplemental Employee Retirement Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 2.64% | 3.99% | 3.18% |
Expected return on assets | 0.00% | 0.00% | 0.00% |
Weighted average discount rate | 1.69% | 2.64% |
EMPLOYEE BENEFIT PLANS (Detai_4
EMPLOYEE BENEFIT PLANS (Details) - Plan assets and benefit obligation of the defined benefit plans - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Change in benefit obligation: | |||
Actuarial (gain) loss | $ 6,277 | ||
Change in plan assets: | |||
Fair value of plan assets at beginning of fiscal year | 145,610 | ||
Fair value of plan assets at end of fiscal year | 147,145 | $ 145,610 | |
Pension Plan | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of fiscal year | 177,797 | 161,328 | |
Interest cost | 4,267 | 5,778 | $ 5,084 |
Benefits paid | (10,747) | (10,790) | |
Actuarial (gain) loss | 11,686 | 21,481 | |
Benefit obligation at end of fiscal year | 183,003 | 177,797 | 161,328 |
Change in plan assets: | |||
Fair value of plan assets at beginning of fiscal year | 145,610 | 150,680 | |
Actual return on plan assets | 4,261 | 2,606 | |
Company contributions | 8,021 | 3,114 | |
Benefits paid | (10,747) | (10,790) | |
Fair value of plan assets at end of fiscal year | 147,145 | 145,610 | 150,680 |
Projected benefit obligation in excess of plan assets | (35,858) | (32,187) | |
Amounts recognized in the statement of financial position consist of: | |||
Accrued liabilities | 0 | 0 | |
Other liabilities (long-term) | (35,858) | (32,187) | |
Total Liabilities | (35,858) | (32,187) | |
Net actuarial losses | 61,666 | 47,663 | |
Prior service cost | 0 | 0 | |
Deferred taxes | (12,950) | (17,098) | |
Total Accumulated other comprehensive loss, net of tax | 48,716 | 30,565 | |
Net amount recognized at September 30, | 12,858 | (1,622) | |
Accumulated benefit obligations | 183,003 | 177,797 | |
Information for plans with accumulated benefit obligations in excess of plan assets: | |||
ABO | 183,003 | 177,797 | |
PBO | 183,003 | 177,797 | |
Fair value of plan assets | 147,145 | 145,610 | |
Supplemental Employee Retirement Plan | |||
Change in benefit obligation: | |||
Benefit obligation at beginning of fiscal year | 16,180 | 15,718 | |
Interest cost | 335 | 503 | 544 |
Benefits paid | (1,939) | (1,942) | |
Actuarial (gain) loss | 1,494 | 1,901 | |
Benefit obligation at end of fiscal year | 16,070 | 16,180 | 15,718 |
Change in plan assets: | |||
Fair value of plan assets at beginning of fiscal year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Company contributions | 1,939 | 1,942 | |
Benefits paid | (1,939) | (1,942) | |
Fair value of plan assets at end of fiscal year | 0 | 0 | $ 0 |
Projected benefit obligation in excess of plan assets | (16,070) | (16,180) | |
Amounts recognized in the statement of financial position consist of: | |||
Accrued liabilities | (1,891) | (1,906) | |
Other liabilities (long-term) | (14,179) | (14,279) | |
Total Liabilities | (16,070) | (16,185) | |
Net actuarial losses | 7,700 | 6,609 | |
Prior service cost | 0 | 14 | |
Deferred taxes | (1,617) | (2,374) | |
Total Accumulated other comprehensive loss, net of tax | 6,083 | 4,249 | |
Net amount recognized at September 30, | (9,987) | (11,936) | |
Accumulated benefit obligations | 16,070 | 16,180 | |
Information for plans with accumulated benefit obligations in excess of plan assets: | |||
ABO | 16,070 | 16,180 | |
PBO | 16,070 | 16,180 | |
Fair value of plan assets | $ 0 | $ 0 |
EMPLOYEE BENEFIT PLANS (Detai_5
EMPLOYEE BENEFIT PLANS (Details) - Schedule of weighted average assumptions used in determining benefit obligations | Sep. 30, 2020 | Sep. 30, 2019 |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted average discount rate | 2.30% | 2.92% |
Supplemental Employee Retirement Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Weighted average discount rate | 1.69% | 2.64% |
EMPLOYEE BENEFIT PLANS (Detai_6
EMPLOYEE BENEFIT PLANS (Details) - Estimated future benefit payments to retirees $ in Thousands | Sep. 30, 2020USD ($) |
Pension Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | $ 11,006 |
2022 | 10,964 |
2023 | 10,945 |
2024 | 10,892 |
2025 | 10,809 |
2026 through 2030 | 52,390 |
Supplemental Employee Retirement Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | 1,891 |
2022 | 1,787 |
2023 | 1,679 |
2024 | 1,556 |
2025 | 1,437 |
2026 through 2030 | $ 5,354 |
EMPLOYEE BENEFIT PLANS (Detai_7
EMPLOYEE BENEFIT PLANS (Details) - Actual and weighted-average assets allocation for qualified benefit plans | Sep. 30, 2020 | Sep. 30, 2019 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, total actual weighted average plan asset allocations | 100.00% | 100.00% |
Target plan asset allocations | 100.00% | |
Cash and equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, total actual weighted average plan asset allocations | 0.40% | 1.90% |
Target plan asset allocations | 0.00% | |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, total actual weighted average plan asset allocations | 48.50% | 49.90% |
Target plan asset allocations | 63.00% | |
Fixed Income Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, total actual weighted average plan asset allocations | 31.90% | 29.40% |
Target plan asset allocations | 37.00% | |
Other Asset Categories | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined benefit plan, total actual weighted average plan asset allocations | 19.20% | 18.80% |
Target plan asset allocations | 0.00% |
EMPLOYEE BENEFIT PLANS EMPLOYEE
EMPLOYEE BENEFIT PLANS EMPLOYEE BENEFIT PLANS (Details) - Significant unobservable inputs - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of fiscal year | $ 145,610 | |
Fair value of plan assets at end of fiscal year | 147,145 | $ 145,610 |
Fair Value, Inputs, Level 3 | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Fair value of plan assets at beginning of fiscal year | 8,776 | 0 |
Purchases, issuances and settlements | 0 | 7,695 |
Gains and losses | 586 | 1,081 |
Fair value of plan assets at end of fiscal year | $ 9,362 | $ 8,776 |
EMPLOYEE BENEFIT PLANS (Detai_8
EMPLOYEE BENEFIT PLANS (Details) - Pension and post-retirement plan assets by asset category - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | $ 147,145 | $ 145,610 | |
Defined benefit plan, fair value of plan assets, subtotal excluding accrued income and plan receivables | 142,179 | 145,319 | |
Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets, subtotal excluding accrued income and plan receivables | 105,929 | 105,700 | |
Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets, subtotal excluding accrued income and plan receivables | 26,888 | 30,843 | |
Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 9,362 | 8,776 | $ 0 |
Defined benefit plan, fair value of plan assets, subtotal excluding accrued income and plan receivables | 9,362 | 8,776 | |
Cash and equivalents | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 600 | 2,791 | |
Cash and equivalents | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 600 | 2,791 | |
Cash and equivalents | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Cash and equivalents | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Government agency securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 39,811 | 37,416 | |
Government agency securities | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 33,675 | 28,297 | |
Government agency securities | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 6,136 | 9,119 | |
Government agency securities | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Debt instruments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 2,901 | 3,178 | |
Debt instruments | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 179 | 182 | |
Debt instruments | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 2,722 | 2,996 | |
Debt instruments | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Equity securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 68,987 | 72,517 | |
Equity securities | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 68,987 | 72,517 | |
Equity securities | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Equity securities | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Commingled funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 9,362 | 8,776 | |
Commingled funds | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Commingled funds | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Commingled funds | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 9,362 | 8,776 | |
Limited partnerships and hedge fund investments | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 17,867 | 18,569 | |
Limited partnerships and hedge fund investments | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Limited partnerships and hedge fund investments | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 17,867 | 18,569 | |
Limited partnerships and hedge fund investments | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Other Securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 2,651 | 2,072 | |
Other Securities | Fair Value, Inputs, Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 2,488 | 1,913 | |
Other Securities | Fair Value, Inputs, Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 163 | 159 | |
Other Securities | Fair Value, Inputs, Level 3 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | 0 | 0 | |
Accrued income and plan receivables | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, fair value of plan assets | $ 4,966 | $ 291 |
EMPLOYEE BENEFIT PLANS (Detai_9
EMPLOYEE BENEFIT PLANS (Details) - ESOP Shares - shares | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Retirement Benefits [Abstract] | |||
Allocated shares | 3,301,448 | 3,209,069 | |
Unallocated shares | 2,058,187 | 2,259,308 | 2,477,000 |
Employee stock ownership plan (ESOP), shares in ESOP | 5,359,635 | 5,468,377 |
INCOME TAXES (Details) - Compon
INCOME TAXES (Details) - Components of Income before taxes and discontinued operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 42,634 | $ 49,723 | $ 4,942 |
Non-U.S. | 40,123 | 22,455 | 28,868 |
Income (loss) before taxes from continuing operations | $ 82,757 | $ 72,178 | $ 33,810 |
INCOME TAXES (Details) - Provis
INCOME TAXES (Details) - Provision (benefit) for income taxes on income from continuing operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
Current | $ 27,233 | $ 28,778 | $ 18,188 |
Deferred | 2,095 | (2,222) | (17,633) |
Total | 29,328 | 26,556 | 555 |
U.S. Federal | 10,978 | 14,160 | (12,714) |
State and local | 7,331 | 6,187 | 5,175 |
Non-U.S. | $ 11,019 | $ 6,209 | $ 8,094 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Examination [Line Items] | |||
U.S. Federal income tax provision (benefit) rate | 21.00% | 21.00% | 24.50% |
Provisional transition tax charge | $ (20,587,000) | ||
Transition tax charge under TCJA | 12,699,000 | ||
Transition tax charge under TCJA, remaining amount | $ 8,344,000 | ||
Deferred tax assets, lease obligations | 43,045,000 | ||
Deferred tax liabilities, leasing arrangements | (41,747,000) | ||
Valuation allowance increase (decrease) | (999,000) | ||
Undistributed earnings of foreign subsidiaries | 100,102,000 | ||
Deferred tax assets, valuation allowance | 9,824,000 | $ 10,823,000 | |
Potential tax benefits impact on effective tax rate | 909,000 | ||
Liability for uncertainty in income taxes, current | 77,000 | 66,000 | |
Domestic Tax Authority | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 0 | 5,419,000 | |
Interest loss carryforwards | 0 | 25,000,000 | |
Tax credit carryforward amount | 5,954,000 | 8,948,000 | |
Domestic Tax Authority | Capital Loss Carryforward | |||
Income Tax Examination [Line Items] | |||
Tax credit carryforward amount | 10,500,000 | 9,524,000 | |
Non-U.S. Tax Authority | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 9,671,000 | 7,413,000 | |
State and Local Jurisdiction | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | $ 124,191,000 | $ 127,354,000 | |
Previously Reported | |||
Income Tax Examination [Line Items] | |||
Transition tax charge under TCJA | $ 13,100,000 |
INCOME TAXES (Details) - Schedu
INCOME TAXES (Details) - Schedule of effective income tax rate reconciliation | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||
U.S. Federal income tax provision (benefit) rate | 21.00% | 21.00% | 24.50% |
State and local taxes, net of Federal benefit | 6.00% | 6.60% | 10.20% |
Non-U.S. taxes - foreign permanent items and taxes | 3.30% | 2.00% | 3.60% |
Change in tax contingency reserves | 0.10% | (0.70%) | (0.60%) |
Impact of federal rate change on deferred tax balances | 0.00% | 0.00% | (60.00%) |
Tax Reform-Repatriation of Foreign Earnings and GILTI | 0.00% | 1.00% | 61.60% |
Change in valuation allowance | (1.50%) | 3.30% | 13.40% |
Other non-deductible/non-taxable items, net | 0.014 | 0.031 | (0.052) |
Non-deductible officer's compensation | 4.40% | 5.20% | 6.40% |
Research and U.S. foreign tax credits | 1.40% | (4.70%) | (39.40%) |
Share based compensation | 0.00% | 0.40% | (3.80%) |
Other | (0.70%) | (0.40%) | (9.10%) |
Effective tax provision (benefit) rate | 35.40% | 36.80% | 1.60% |
INCOME TAXES (Details) - Sche_2
INCOME TAXES (Details) - Schedule of deferred tax assets and liabilities - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Deferred tax assets: | ||
Bad debt reserves | $ 3,980 | $ 1,980 |
Inventory reserves | 9,371 | 8,361 |
Deferred compensation (equity compensation and defined benefit plans) | 18,904 | 16,544 |
Compensation benefits | 5,499 | 5,186 |
Insurance reserve | 1,918 | 1,873 |
Warranty reserve | 3,981 | 2,896 |
Lease liabilities | 43,045 | |
Net operating loss | 9,618 | 11,077 |
Tax credits | 7,031 | 9,373 |
Capital loss carryback | 2,205 | 2,000 |
Interest | 0 | 5,250 |
Other reserves and accruals | 6,094 | 3,738 |
Deferred tax assets, gross | 111,646 | 68,278 |
Valuation allowance | (9,824) | (10,823) |
Total deferred tax assets | 101,822 | 57,455 |
Deferred tax liabilities: | ||
Goodwill and intangibles | (44,051) | (42,477) |
Property, plant and equipment | (48,172) | (43,996) |
Right-of-use assets | (41,747) | |
Other | (634) | (1,096) |
Total deferred tax liabilities | (134,604) | (87,569) |
Net deferred tax liabilities | $ (32,782) | $ (30,114) |
INCOME TAXES (Details) - Comp_2
INCOME TAXES (Details) - Components of net deferred tax asset (liability), by balance sheet account - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Income Tax Contingency [Line Items] | ||
Net deferred liability | $ (32,782) | $ (30,114) |
Other assets | ||
Income Tax Contingency [Line Items] | ||
Net deferred liability | 614 | 137 |
Other liabilities | ||
Income Tax Contingency [Line Items] | ||
Net deferred liability | (34,008) | (31,141) |
Liabilities of discontinued operations | ||
Income Tax Contingency [Line Items] | ||
Net deferred liability | $ 612 | $ 890 |
INCOME TAXES (Details) - Sche_3
INCOME TAXES (Details) - Schedule of unrecognized tax benefits - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Beginning balance | $ 4,061 | $ 4,519 |
Additions based on tax positions related to the current year | 125 | 117 |
Additions based on tax positions related to prior years | 20 | |
Reductions based on tax positions related to prior years | (3) | (559) |
Lapse of Statutes | (23) | (16) |
Ending balance | $ 4,180 | $ 4,061 |
STOCKHOLDERS' EQUITY AND EQUI_3
STOCKHOLDERS' EQUITY AND EQUITY COMPENSATION (Details) | Aug. 21, 2020USD ($)$ / sharesshares | Aug. 21, 2020USD ($)$ / sharesshares | Aug. 18, 2020USD ($)$ / sharesshares | Apr. 16, 2018USD ($) | Mar. 07, 2018USD ($)$ / shares | Jan. 29, 2016shares | Aug. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($)senior_executive$ / sharesshares | Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Nov. 12, 2020$ / shares | Jan. 30, 2020shares | Aug. 01, 2018USD ($) | Jun. 19, 2018shares | Jan. 31, 2018shares | Aug. 03, 2016USD ($) | Dec. 31, 2008shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Common stock, dividends, per share, cash paid (in dollars per share) | $ / shares | $ 0.30 | $ 0.29 | $ 0.28 | ||||||||||||||
Accrued dividends | $ | $ 3,535,000 | ||||||||||||||||
Sale of stock, number of shares issued (in shares) | 700,000 | 8,700,000 | 8,000,000 | 8,700,000 | |||||||||||||
Sale of stock, stock price (in dollars per share) | $ / shares | $ 21.50 | $ 21.50 | $ 21.50 | $ 21.50 | |||||||||||||
Net process from sale of stock | $ | $ 14,335,000 | $ 178,165,000 | $ 163,830,000 | $ 178,165,000 | |||||||||||||
Share-based payment award, number of shares authorized (in shares) | 4,852,762 | ||||||||||||||||
Share-based payment award, expiration period | 10 years | ||||||||||||||||
Maximum percentage of exercise price at grant date fair value | 100.00% | ||||||||||||||||
Share-based payment award, options, vested in period, fair value | $ | $ 17,889,000 | $ 4,748,000 | $ 11,216,000 | ||||||||||||||
Employee service share-based compensation, nonvested awards, compensation not yet recognized, share-based awards other than options | $ | $ 22,340,000 | ||||||||||||||||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition | 2 years 3 months 18 days | ||||||||||||||||
Stock repurchase program, authorized amount | $ | $ 50,000,000 | $ 50,000,000 | |||||||||||||||
Stock repurchased during period (in shares) | 0 | ||||||||||||||||
Stock repurchase program, remaining authorized repurchase amount | $ | $ 57,955,000 | ||||||||||||||||
Shares paid for tax withholding for share based compensation (in shares) | 340,775 | ||||||||||||||||
Shares paid for tax withholding for share based compensation, value | $ | $ 7,409,000 | ||||||||||||||||
Shares paid for tax withholding for share based compensation, value per share (in dollars per share) | $ / shares | $ 21.74 | ||||||||||||||||
Common stock, number of shares held by shareholder | 5,583,375 | ||||||||||||||||
GS Direct | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Investment owned, balance (in shares) | 10,000,000 | ||||||||||||||||
Incentive Plan | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, number of shares authorized (in shares) | 5,050,000 | ||||||||||||||||
Incentive Stock Options | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Stock issued during period, shares, new issues (in shares) | 600,000 | ||||||||||||||||
Share-based payment award, number of shares available for grant (in shares) | 1,167,172 | ||||||||||||||||
Restricted Stock | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Instruments grants in period (in shares) | 1,061,624 | ||||||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 17.10 | ||||||||||||||||
Instruments vested in period (in shares) | 831,748 | ||||||||||||||||
Shares paid for tax withholding for share based compensation (in shares) | 3,307 | ||||||||||||||||
Shares paid for tax withholding for share based compensation, value | $ | $ 70,000 | ||||||||||||||||
Shares paid for tax withholding for share based compensation, value per share (in dollars per share) | $ / shares | $ 21.22 | ||||||||||||||||
Restricted Stock | Minimum | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, award vesting period | 3 years | ||||||||||||||||
Restricted Stock | Maximum | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, award vesting period | 4 years | ||||||||||||||||
Performance Shares | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, award vesting period | 3 years | ||||||||||||||||
Instruments grants in period (in shares) | 1,061,624 | ||||||||||||||||
Instruments vested in period, fair value | $ | $ 7,446,000 | ||||||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 21.38 | ||||||||||||||||
Restricted Stock and Performance Shares | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Instruments grants in period (in shares) | 348,280 | ||||||||||||||||
Director | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, award vesting period | 3 years | ||||||||||||||||
Instruments grants in period (in shares) | 53,344 | ||||||||||||||||
Instruments vested in period, fair value | $ | $ 1,170,000 | ||||||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 21.93 | ||||||||||||||||
Executive Officer | Restricted Stock | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, award vesting period | 4 years | ||||||||||||||||
Instruments number of persons granted shares (in shares) | senior_executive | 2 | ||||||||||||||||
Post-vesting holding period | 2 years | ||||||||||||||||
Executive Officer | Restricted Stock | Minimum | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Instruments vested in period (in shares) | 480,000 | ||||||||||||||||
Executive Officer | Restricted Stock | Maximum | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Instruments vested in period (in shares) | 660,000 | ||||||||||||||||
Executive Officer | Performance Shares | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 14.45 | ||||||||||||||||
Equity instruments other than options, granted in period, fair value | $ | $ 9,534,000 | ||||||||||||||||
Executive Officer | Restricted Stock and Performance Shares | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Instruments grants in period (in shares) | 660,000 | ||||||||||||||||
Incentive Plan | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Share-based payment award, number of shares authorized (in shares) | 1,700,000 | 1,000,000 | |||||||||||||||
Special Dividends | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Common stock, dividends declared (in dollars per share) | $ / shares | $ 1 | ||||||||||||||||
Dividends, common stock, cash | $ | $ 38,073,000 | ||||||||||||||||
Payments of dividends | $ | $ 38,073,000 | ||||||||||||||||
Subsequent Event | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Dividends payable, amount per share (in dollars per share) | $ / shares | $ 0.08 |
STOCKHOLDERS' EQUITY AND EQUI_4
STOCKHOLDERS' EQUITY AND EQUITY COMPENSATION (Details) - Summary of stock-based compensation expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |||
Restricted stock | $ 14,702 | $ 13,285 | $ 10,078 |
ESOP | 2,878 | 2,629 | 9,532 |
Total stock based compensation | $ 17,580 | $ 15,914 | $ 19,610 |
STOCKHOLDERS' EQUITY AND EQUI_5
STOCKHOLDERS' EQUITY AND EQUITY COMPENSATION (Details) - Summary of restricted stock activity | 12 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Shares | |
Unvested (in shares) | 3,420,000 |
Unvested (in shares) | 3,556,000 |
Restricted Stock | |
Shares | |
Unvested (in shares) | 3,713,573 |
Granted (in shares) | 1,061,624 |
Vested (in shares) | (831,748) |
Forfeited (in shares) | (257,859) |
Unvested (in shares) | 3,685,590 |
Weighted Average Grant- Date Fair Value | |
Unvested (in dollars per share) | $ / shares | $ 12.96 |
Granted (in dollars per share) | $ / shares | 17.10 |
Vested (in dollars per share) | $ / shares | 21.51 |
Forfeited (in dollars per share) | $ / shares | 15.35 |
Unvested (in dollars per share) | $ / shares | $ 14.30 |
COMMITMENTS AND CONTINGENT LI_3
COMMITMENTS AND CONTINGENT LIABILITIES COMMITMENTS AND CONTINGENT LIABILITIES - Aggregate future maturities of lease payments for operating leases (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Lease Liabilities: | |
2021 | $ 38,411 |
2022 | 33,286 |
2023 | 25,599 |
2024 | 19,057 |
2025 | 16,334 |
2026 | 71,903 |
Total lease payments | 204,590 |
Less: Imputed Interest | (36,688) |
Present value of lease liabilities | 167,902 |
Finance Lease Liabilities: | |
2021 | 4,282 |
2022 | 2,695 |
2023 | 2,375 |
2024 | 2,119 |
2025 | 2,074 |
2026 | 9,850 |
Total lease payments | 23,395 |
Less: Imputed Interest | (4,704) |
Present value of lease liabilities | $ 18,691 |
COMMITMENTS AND CONTINGENT LI_4
COMMITMENTS AND CONTINGENT LIABILITIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Apr. 30, 2009 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Purchase obligation, purchases during period | $ 239,365 | $ 226,026 | $ 209,924 | |
Purchase obligation, due in next twelve months | 377,388 | |||
Purchase obligation due in second year | 9,748 | |||
Purchase obligation due in third year | 12 | |||
Purchase obligation due in fourth year | 0 | |||
Purchase obligation due in fifth year | $ 0 | |||
Net capital cost value in proposed remedial action plan | $ 10,000 |
EARNINGS PER SHARE EARNINGS P_2
EARNINGS PER SHARE EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 21, 2020 | Aug. 21, 2020 | Aug. 18, 2020 | Aug. 31, 2020 |
Earnings Per Share [Abstract] | ||||
Sale of stock, number of shares issued (in shares) | 700,000 | 8,700,000 | 8,000,000 | 8,700,000 |
Sale of stock, stock price (in dollars per share) | $ 21.50 | $ 21.50 | $ 21.50 | $ 21.50 |
Net process from sale of stock | $ 14,335 | $ 178,165 | $ 163,830 | $ 178,165 |
EARNINGS PER SHARE EARNINGS P_3
EARNINGS PER SHARE EARNINGS PER SHARE (Details) - Basic and diluted EPS from continuing operations - shares | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |||
Common shares outstanding (in shares) | 56,130,000 | 46,806,000 | 45,675,000 |
Unallocated ESOP shares (in shares) | (2,058,187) | (2,259,308) | (2,477,000) |
Non-vested restricted stock (in shares) | (3,556,000) | (3,420,000) | (2,522,000) |
Impact of weighted average shares (in shares) | (7,928,000) | (193,000) | 329,000 |
Weighted average shares outstanding - basic (in shares) | 42,588,000 | 40,934,000 | 41,005,000 |
Incremental shares from stock based compensation (in shares) | 2,427,000 | 1,954,000 | 1,417,000 |
Weighted average shares outstanding - diluted (in shares) | 45,015,000 | 42,888,000 | 42,422,000 |
RELATED PARTIES (Details)
RELATED PARTIES (Details) - USD ($) $ in Thousands | Oct. 02, 2017 | Sep. 30, 2020 | Jun. 22, 2020 | Jun. 19, 2018 | Nov. 15, 2017 | Feb. 27, 2014 |
Related Party Transaction [Line Items] | ||||||
Common stock, number of shares held by shareholder | 5,583,375 | |||||
Discontinued Operations, Held-for-sale | Plastics | ||||||
Related Party Transaction [Line Items] | ||||||
Disposal group, including discontinued operation, consideration | $ 465,000 | |||||
Senior Notes Due 2022 | Senior Notes | ||||||
Related Party Transaction [Line Items] | ||||||
Proceeds from issuance of debt | $ 275,000 | |||||
Stated percentage | 5.25% | 5.25% | 5.25% |
QUARTERLY FINANCIAL INFORMATI_3
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||
Restructuring charges | $ 3,488 | $ 1,224 | $ 3,005 | $ 4,148 | ||||
Acquisition costs | 2,321 | $ 2,960 | $ 0 | |||||
Gain (loss) from debt extinguishment | $ (969) | $ (5,245) | (7,925) | 0 | $ 0 | |||
Acquisition contingent consideration | (1,403) | $ 1,333 | $ 1,733 | $ 1,646 | $ 0 | |||
Tax benefit for acquisition cost | 15 | |||||||
Tax expense (benefit) from debt extinguishment | $ (24) |
QUARTERLY FINANCIAL INFORMATI_4
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - Schedule of quarterly financial information - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 660,673 | $ 632,061 | $ 566,350 | $ 548,438 | $ 574,164 | $ 574,970 | $ 549,633 | $ 510,522 | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Gross Profit | 174,470 | 165,003 | 152,032 | 149,921 | 158,458 | 151,699 | 133,537 | 139,780 | 641,426 | 583,474 | 511,318 |
Income from continuing operations | $ 20,091 | $ 21,831 | $ 895 | $ 10,612 | $ 16,251 | $ 14,128 | $ 6,490 | $ 8,753 | $ 53,429 | $ 45,622 | $ 33,255 |
Per Share - Basic (in usd per share) | $ 0.44 | $ 0.52 | $ 0.02 | $ 0.26 | $ 0.40 | $ 0.34 | $ 0.16 | $ 0.21 | $ 1.25 | $ 1.11 | $ 0.81 |
Per Share - Diluted (in usd per share) | $ 0.41 | $ 0.50 | $ 0.02 | $ 0.24 | $ 0.37 | $ 0.33 | $ 0.15 | $ 0.21 | $ 1.19 | $ 1.06 | $ 0.78 |
REPORTABLE SEGMENTS (Details)
REPORTABLE SEGMENTS (Details) - segment | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 3 | ||
Segment Revenue Benchmark | Home Depot | Consumer and Professional Products | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 27.00% | 28.00% | 29.00% |
Segment Revenue Benchmark | Home Depot | Home and Building Products (HBP) | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 12.00% | 13.00% | 16.00% |
Segment Revenue Benchmark | United States Government | Defense Electronics | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 69.00% | 63.00% | 62.00% |
Consolidated Revenue from Continuing Operations Benchmark | Home Depot | Consumer and Professional Products | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 13.00% | 13.00% | 14.00% |
Consolidated Revenue from Continuing Operations Benchmark | Home Depot | Home and Building Products (HBP) | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 5.00% | 5.00% | 6.00% |
Consolidated Revenue from Continuing Operations Benchmark | United States Government | Defense Electronics | |||
Segment Reporting Information [Line Items] | |||
Concentration risk, percentage | 9.00% | 10.00% | 10.00% |
REPORTABLE SEGMENTS (Details) -
REPORTABLE SEGMENTS (Details) - Schedule of summary of reconciliation of segment profit before taxes and operations - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 660,673 | $ 632,061 | $ 566,350 | $ 548,438 | $ 574,164 | $ 574,970 | $ 549,633 | $ 510,522 | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Segment Adjusted EBITDA | 282,912 | 245,942 | 213,463 | ||||||||
Unallocated amounts, excluding depreciation | (47,013) | (46,302) | (45,343) | ||||||||
Adjusted EBITDA | 235,899 | 199,640 | 168,120 | ||||||||
Net interest expense | (65,791) | (67,260) | (63,871) | ||||||||
Depreciation and amortization | (62,409) | (61,848) | (55,803) | ||||||||
Restructuring charges | (15,790) | 0 | 0 | ||||||||
Loss from debt extinguishment | $ (969) | $ (5,245) | (7,925) | 0 | 0 | ||||||
Acquisition contingent consideration | $ (1,403) | $ 1,333 | 1,733 | 1,646 | 0 | ||||||
Acquisition costs | (2,960) | 0 | (7,597) | ||||||||
Special dividend charges | (2,588) | ||||||||||
Secondary equity offering costs | 0 | 0 | (1,205) | ||||||||
Income before taxes from continuing operations | 82,757 | 72,178 | 33,810 | ||||||||
Capital expenditures | 48,998 | 45,361 | 50,138 | ||||||||
Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,139,233 | 1,000,608 | 953,612 | ||||||||
Segment Adjusted EBITDA | 104,053 | 90,677 | 77,061 | ||||||||
Depreciation and amortization | (32,788) | (32,289) | (30,816) | ||||||||
Capital expenditures | 23,321 | 17,828 | 23,040 | ||||||||
Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 927,313 | 873,640 | 697,969 | ||||||||
Segment Adjusted EBITDA | 153,631 | 120,161 | 100,339 | ||||||||
Depreciation and amortization | (18,361) | (18,334) | (13,717) | ||||||||
Capital expenditures | 17,499 | 16,498 | 13,547 | ||||||||
Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 340,976 | 335,041 | 326,337 | ||||||||
Segment Adjusted EBITDA | 25,228 | 35,104 | 36,063 | ||||||||
Depreciation and amortization | (10,645) | (10,667) | (10,801) | ||||||||
Capital expenditures | 7,830 | 10,492 | 10,941 | ||||||||
Operating | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Depreciation and amortization | (61,794) | (61,290) | (55,334) | ||||||||
Capital expenditures | 48,650 | 44,818 | 47,528 | ||||||||
Corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Depreciation and amortization | (615) | (558) | (469) | ||||||||
Capital expenditures | 348 | 543 | 2,610 | ||||||||
Continuing Operations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Special dividend charges | 0 | 0 | (3,220) | ||||||||
Postretirement Life Insurance | Continuing Operations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Cost of life insurance benefit | $ 0 | $ 0 | $ (2,614) |
REPORTABLE SEGMENTS (Details)_2
REPORTABLE SEGMENTS (Details) - Schedule of summary of segment assets - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Segment Reporting Information [Line Items] | ||
Continuing assets | $ 2,447,520 | $ 2,071,730 |
Assets of discontinued operations | 8,497 | 3,209 |
Total Assets | 2,456,017 | 2,074,939 |
Consumer and Professional Products | ||
Segment Reporting Information [Line Items] | ||
Continuing assets | 1,262,705 | 1,070,510 |
Home and Building Products (HBP) | ||
Segment Reporting Information [Line Items] | ||
Continuing assets | 606,785 | 571,216 |
Defense Electronics | ||
Segment Reporting Information [Line Items] | ||
Continuing assets | 329,128 | 347,575 |
Operating | ||
Segment Reporting Information [Line Items] | ||
Continuing assets | 2,198,618 | 1,989,301 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Continuing assets | $ 248,902 | $ 82,429 |
REPORTABLE SEGMENTS (Details)_3
REPORTABLE SEGMENTS (Details) - Schedule of disaggregated revenue by segment - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 660,673 | $ 632,061 | $ 566,350 | $ 548,438 | $ 574,164 | $ 574,970 | $ 549,633 | $ 510,522 | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,139,233 | 1,000,608 | 953,612 | ||||||||
Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 927,313 | 873,640 | 697,969 | ||||||||
Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 340,976 | 335,041 | $ 326,337 | ||||||||
Residential Repair and Remodel | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 173,859 | 140,369 | |||||||||
Residential Repair and Remodel | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 467,112 | 439,287 | |||||||||
Retail | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 575,947 | 528,279 | |||||||||
Residential New Construction | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 59,907 | 58,709 | |||||||||
Residential New Construction | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 105,285 | 99,014 | |||||||||
Industrial | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 40,285 | 45,129 | |||||||||
International Excluding North America | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 289,235 | 228,122 | |||||||||
Commercial Construction | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 354,916 | 335,339 | |||||||||
United States Government | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 222,537 | 211,405 | |||||||||
International | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 100,623 | 105,705 | |||||||||
Commercial | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 17,816 | $ 17,931 |
REPORTABLE SEGMENTS REPORTABLE
REPORTABLE SEGMENTS REPORTABLE SEGMENTS (Details) - Schedule of disaggregated revenue by geographic region - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 660,673 | $ 632,061 | $ 566,350 | $ 548,438 | $ 574,164 | $ 574,970 | $ 549,633 | $ 510,522 | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,139,233 | 1,000,608 | 953,612 | ||||||||
Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 927,313 | 873,640 | 697,969 | ||||||||
Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 340,976 | 335,041 | $ 326,337 | ||||||||
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,880,597 | 1,737,263 | |||||||||
United States | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 769,100 | 690,772 | |||||||||
United States | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 877,115 | 820,396 | |||||||||
United States | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 234,382 | 226,095 | |||||||||
Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 123,822 | 100,308 | |||||||||
Europe | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 85,339 | 63,284 | |||||||||
Europe | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 130 | 109 | |||||||||
Europe | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 38,353 | 36,915 | |||||||||
Canada | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 124,777 | 122,367 | |||||||||
Canada | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 74,072 | 72,327 | |||||||||
Canada | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 38,662 | 39,472 | |||||||||
Canada | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 12,043 | 10,568 | |||||||||
Australia | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 204,894 | 169,019 | |||||||||
Australia | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 203,012 | 165,291 | |||||||||
Australia | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 0 | 16 | |||||||||
Australia | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,882 | 3,712 | |||||||||
Consolidated revenue | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 73,432 | 80,332 | |||||||||
Consolidated revenue | Consumer and Professional Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 7,710 | 8,934 | |||||||||
Consolidated revenue | Home and Building Products (HBP) | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 11,406 | 13,647 | |||||||||
Consolidated revenue | Defense Electronics | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 54,316 | $ 57,751 |
OTHER INCOME (EXPENSE) (Details
OTHER INCOME (EXPENSE) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |||
Other income (expense) | $ 1,445 | $ 3,127 | $ 4,880 |
Currency exchange gains (losses) | (915) | (438) | (200) |
Investment income (loss) | 184 | (40) | 1,184 |
Net periodic benefit cost (credit) | (1,559) | $ (3,148) | $ (3,649) |
Technology recognition award | $ 700 |
OTHER COMPREHENSIVE INCOME (L_3
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of other comprehensive income - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pre-tax | $ (9,344) | $ (39,454) | $ 34,384 |
Tax | 3,168 | 7,650 | (8,015) |
Net of tax | (6,176) | (31,804) | 26,369 |
Foreign currency translation adjustments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pre-tax | 5,601 | (8,460) | 9,403 |
Tax | 0 | 0 | 0 |
Net of tax | 5,601 | (8,460) | 9,403 |
Pension and other defined benefit plans | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pre-tax | (14,955) | (30,581) | 24,081 |
Tax | 3,171 | 7,526 | (7,700) |
Net of tax | (11,784) | (23,055) | 16,381 |
Cash flow hedge | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Pre-tax | 10 | (413) | 900 |
Tax | (3) | 124 | (315) |
Net of tax | $ 7 | $ (289) | $ 585 |
OTHER COMPREHENSIVE INCOME (L_4
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Accumulated other comprehensive income - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
SHAREHOLDERS’ EQUITY | $ 700,151 | $ 477,763 | $ 474,391 | $ 398,808 |
Foreign currency translation adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
SHAREHOLDERS’ EQUITY | (25,683) | (31,284) | ||
Pension and other defined benefit plans | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
SHAREHOLDERS’ EQUITY | (46,598) | (34,814) | ||
Cash flow hedge | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
SHAREHOLDERS’ EQUITY | 189 | 182 | ||
AOCI attributable to parent | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
SHAREHOLDERS’ EQUITY | $ (72,092) | $ (65,916) | $ (34,112) | $ (60,481) |
OTHER COMPREHENSIVE INCOME (L_5
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Total comprehensive income (loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||
Net income | $ 53,429 | $ 37,287 | $ 125,678 |
Other comprehensive income (loss), net of taxes | (6,176) | (31,804) | 26,369 |
Comprehensive income | $ 47,253 | $ 5,483 | $ 152,047 |
OTHER COMPREHENSIVE INCOME (L_6
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of amounts reclassified from accumulated other comprehensive income - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income before taxes from continuing operations | $ 82,757 | $ 72,178 | $ 33,810 |
Provision (benefit) from income taxes | 29,328 | 26,556 | 555 |
Net income | 53,429 | 37,287 | 125,678 |
Pension and other defined benefit plans | Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income before taxes from continuing operations | (4,182) | (902) | (1,397) |
Cash flow hedges | Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income before taxes from continuing operations | (2,163) | 1,361 | 657 |
AOCI attributable to parent | Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income before taxes from continuing operations | (6,345) | 459 | (740) |
Provision (benefit) from income taxes | (1,332) | 96 | (155) |
Net income | $ (5,013) | $ 363 | $ (585) |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | 12 Months Ended | |||
Sep. 30, 2020USD ($)option | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Oct. 01, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
ROU assets | $ 161,627,000 | |||
Lease liabilities | 167,902,000 | |||
Impairment charge, operating lease | 1,968,000 | |||
Impairment charge, leasehold improvements | 671,000 | |||
Rent expense | $ 37,068,000 | $ 35,726,000 | ||
Accumulated depreciation | 2,383,000 | |||
Long-term debt | 1,046,964,000 | 1,104,274,000 | ||
Finance lease, net | 6,546,000 | |||
Depreciation expense | 3,967,000 | $ 3,514,000 | ||
Finance Lease - Real Estate | ||||
Lessee, Lease, Description [Line Items] | ||||
Long-term debt | $ 17,188,000 | |||
Finance Lease - Real Estate | ||||
Lessee, Lease, Description [Line Items] | ||||
Long-term debt | $ 4,333,000 | |||
Troy, Ohio | Finance Lease - Real Estate | ||||
Lessee, Lease, Description [Line Items] | ||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.00% | |||
Ocala, Florida | Finance Lease - Real Estate | ||||
Lessee, Lease, Description [Line Items] | ||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.60% | |||
Number of option to extend | option | 2 | |||
Accounting Standards Update 2016-02 | ||||
Lessee, Lease, Description [Line Items] | ||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | |||
Cumulative Effect, Period of Adoption, Adjustment | ||||
Lessee, Lease, Description [Line Items] | ||||
ROU assets | $ 163,552,000 | |||
Lease liabilities | $ 163,676,000 |
LEASES - Schedule of lease cost
LEASES - Schedule of lease cost (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Lease Cost | |
Fixed | $ 38,554 |
Variable | 7,822 |
Short-term | 5,606 |
Total | $ 51,982 |
LEASES - Supplemental cash flow
LEASES - Supplemental cash flow information (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 48,141 |
Financing cash flows from finance leases | 4,122 |
Total | $ 52,263 |
LEASES - Summary of supplementa
LEASES - Summary of supplemental balance sheet information (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases: | |
Operating right-of-use assets | $ 161,627 |
Lease Liabilities: | |
Current portion of operating lease liabilities | 31,848 |
Long-term operating lease liabilities | 136,054 |
Total operating lease liabilities | 167,902 |
Finance Leases: | |
Property, plant and equipment, net | $ 18,774 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet |
Lease Liabilities: | |
Notes payable and current portion of long-term debt | $ 3,352 |
Long-term debt, net | 15,339 |
Total financing lease liabilities | $ 18,691 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtCurrent |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtNoncurrent |
Accumulated depreciation | $ 2,383 |
LEASES - Summary of future matu
LEASES - Summary of future maturities of lease payments for operating leases (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases | |
2021 | $ 38,411 |
2022 | 33,286 |
2023 | 25,599 |
2024 | 19,057 |
2025 | 16,334 |
2026 | 71,903 |
Total lease payments | 204,590 |
Less: Imputed Interest | (36,688) |
Present value of lease liabilities | 167,902 |
Finance Leases | |
2021 | 4,282 |
2022 | 2,695 |
2023 | 2,375 |
2024 | 2,119 |
2025 | 2,074 |
2026 | 9,850 |
Total lease payments | 23,395 |
Less: Imputed Interest | (4,704) |
Present value of lease liabilities | $ 18,691 |
LEASES - Weighted average lease
LEASES - Weighted average lease terms and discount rates (Details) | Sep. 30, 2020 |
Weighted-average remaining lease term (years) | |
Operating leases, weighted-average remaining lease term | 8 years 3 months 18 days |
Finance leases, weighted-average remaining lease term | 8 years 6 months |
Weighted-average discount rate | |
Operating leases, weighted-average discount rate (in percentage) | 4.38% |
Finance leases, weighted-average discount rate (in percentage) | 5.51% |
CONSOLIDATING GUARANTOR AND N_3
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Clopay Ames True Temper Holding, Corp. | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary percentage ownership | 100.00% |
AMES Southern, Inc. | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary percentage ownership | 100.00% |
The AMES Companies, Inc. | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary percentage ownership | 100.00% |
Telephonics Corporation | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary percentage ownership | 100.00% |
Clopay Building Products | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary percentage ownership | 100.00% |
CONSOLIDATING GUARANTOR AND N_4
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of consolidated balance sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
CURRENT ASSETS | ||||
Cash and equivalents | $ 218,089 | $ 72,377 | ||
Accounts receivable, net of allowances | 348,124 | 264,450 | ||
Contract assets, net of progress payments | 84,426 | 105,111 | ||
Inventories | 413,825 | 442,121 | ||
Prepaid and other current assets | 46,897 | 40,799 | ||
Assets of discontinued operations | 2,091 | 321 | ||
Total Current Assets | 1,113,452 | 925,179 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 343,964 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 337,326 | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 161,627 | |||
GOODWILL | 442,643 | 437,067 | $ 439,395 | |
INTANGIBLE ASSETS, net | 355,028 | 356,639 | ||
INTERCOMPANY RECEIVABLE | 0 | 0 | ||
EQUITY INVESTMENTS IN SUBSIDIARIES | 0 | 0 | ||
OTHER ASSETS | 32,897 | 15,840 | ||
ASSETS OF DISCONTINUED OPERATIONS | 6,406 | 2,888 | ||
Total Assets | 2,456,017 | 2,074,939 | ||
CURRENT LIABILITIES | ||||
Notes payable and current portion of long-term debt | 9,922 | 10,525 | ||
Accounts payable and accrued liabilities | 403,679 | 375,241 | ||
Current portion of operating lease liabilities | 31,848 | |||
Liabilities of discontinued operations | 3,797 | 4,333 | ||
Total Current Liabilities | 449,246 | 390,099 | ||
LONG-TERM DEBT, net | 1,037,042 | 1,093,749 | ||
LONG-TERM OPERATING LEASE LIABILITIES | 136,054 | |||
INTERCOMPANY PAYABLES | 0 | 0 | ||
OTHER LIABILITIES | 126,510 | 109,997 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 7,014 | 3,331 | ||
Total Liabilities | 1,755,866 | 1,597,176 | ||
SHAREHOLDERS’ EQUITY | 700,151 | 477,763 | $ 474,391 | $ 398,808 |
Total Liabilities and Shareholders’ Equity | 2,456,017 | 2,074,939 | ||
Parent Company | ||||
CURRENT ASSETS | ||||
Cash and equivalents | 125,353 | 1,649 | ||
Accounts receivable, net of allowances | 0 | 0 | ||
Contract assets, net of progress payments | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid and other current assets | 14,650 | 8,238 | ||
Assets of discontinued operations | 0 | 0 | ||
Total Current Assets | 140,003 | 9,887 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 1,182 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 1,184 | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 9,209 | |||
GOODWILL | 0 | 0 | ||
INTANGIBLE ASSETS, net | 93 | 93 | ||
INTERCOMPANY RECEIVABLE | 568,124 | 5,834 | ||
EQUITY INVESTMENTS IN SUBSIDIARIES | 1,724,821 | 1,628,031 | ||
OTHER ASSETS | 12,585 | 8,182 | ||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Assets | 2,456,017 | 1,653,211 | ||
CURRENT LIABILITIES | ||||
Notes payable and current portion of long-term debt | 0 | 0 | ||
Accounts payable and accrued liabilities | 37,281 | 41,796 | ||
Current portion of operating lease liabilities | 1,849 | |||
Liabilities of discontinued operations | 0 | 0 | ||
Total Current Liabilities | 39,130 | 41,796 | ||
LONG-TERM DEBT, net | 995,636 | 1,040,449 | ||
LONG-TERM OPERATING LEASE LIABILITIES | 8,415 | |||
INTERCOMPANY PAYABLES | 683,076 | 71,634 | ||
OTHER LIABILITIES | 29,609 | 21,569 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Liabilities | 1,755,866 | 1,175,448 | ||
SHAREHOLDERS’ EQUITY | 700,151 | 477,763 | ||
Total Liabilities and Shareholders’ Equity | 2,456,017 | 1,653,211 | ||
Guarantor Companies | ||||
CURRENT ASSETS | ||||
Cash and equivalents | 35,685 | 25,217 | ||
Accounts receivable, net of allowances | 293,943 | 225,870 | ||
Contract assets, net of progress payments | 80,572 | 104,109 | ||
Inventories | 347,473 | 372,581 | ||
Prepaid and other current assets | 25,974 | 25,610 | ||
Assets of discontinued operations | 0 | 0 | ||
Total Current Assets | 783,647 | 753,387 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 296,082 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 289,282 | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 129,813 | |||
GOODWILL | 377,060 | 375,734 | ||
INTANGIBLE ASSETS, net | 217,317 | 224,275 | ||
INTERCOMPANY RECEIVABLE | 704,415 | 881,110 | ||
EQUITY INVESTMENTS IN SUBSIDIARIES | 784,644 | 581,438 | ||
OTHER ASSETS | 25,953 | 10,010 | ||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Assets | 3,318,931 | 3,115,236 | ||
CURRENT LIABILITIES | ||||
Notes payable and current portion of long-term debt | 2,855 | 3,075 | ||
Accounts payable and accrued liabilities | 276,580 | 265,055 | ||
Current portion of operating lease liabilities | 24,436 | |||
Liabilities of discontinued operations | 0 | 0 | ||
Total Current Liabilities | 303,871 | 268,130 | ||
LONG-TERM DEBT, net | 15,992 | 3,119 | ||
LONG-TERM OPERATING LEASE LIABILITIES | 110,061 | |||
INTERCOMPANY PAYABLES | 397,846 | 466,792 | ||
OTHER LIABILITIES | 85,731 | 73,411 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Liabilities | 913,501 | 811,452 | ||
SHAREHOLDERS’ EQUITY | 2,405,430 | 2,303,784 | ||
Total Liabilities and Shareholders’ Equity | 3,318,931 | 3,115,236 | ||
Non-Guarantor Companies | ||||
CURRENT ASSETS | ||||
Cash and equivalents | 57,051 | 45,511 | ||
Accounts receivable, net of allowances | 54,181 | 38,580 | ||
Contract assets, net of progress payments | 3,854 | 1,002 | ||
Inventories | 66,352 | 69,540 | ||
Prepaid and other current assets | 6,273 | 6,951 | ||
Assets of discontinued operations | 2,091 | 321 | ||
Total Current Assets | 189,802 | 161,905 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 46,700 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 46,860 | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 22,605 | |||
GOODWILL | 65,583 | 61,333 | ||
INTANGIBLE ASSETS, net | 137,618 | 132,271 | ||
INTERCOMPANY RECEIVABLE | 257,013 | 75,684 | ||
EQUITY INVESTMENTS IN SUBSIDIARIES | 3,176,855 | 3,233,038 | ||
OTHER ASSETS | (5,641) | (2,352) | ||
ASSETS OF DISCONTINUED OPERATIONS | 6,406 | 2,888 | ||
Total Assets | 3,896,941 | 3,711,627 | ||
CURRENT LIABILITIES | ||||
Notes payable and current portion of long-term debt | 7,067 | 7,450 | ||
Accounts payable and accrued liabilities | 89,818 | 68,390 | ||
Current portion of operating lease liabilities | 5,563 | |||
Liabilities of discontinued operations | 3,797 | 4,333 | ||
Total Current Liabilities | 106,245 | 80,173 | ||
LONG-TERM DEBT, net | 25,414 | 50,181 | ||
LONG-TERM OPERATING LEASE LIABILITIES | 17,578 | |||
INTERCOMPANY PAYABLES | 459,599 | 444,557 | ||
OTHER LIABILITIES | 11,170 | 15,017 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 7,014 | 3,331 | ||
Total Liabilities | 627,020 | 593,259 | ||
SHAREHOLDERS’ EQUITY | 3,269,921 | 3,118,368 | ||
Total Liabilities and Shareholders’ Equity | 3,896,941 | 3,711,627 | ||
Elimination | ||||
CURRENT ASSETS | ||||
Cash and equivalents | 0 | 0 | ||
Accounts receivable, net of allowances | 0 | 0 | ||
Contract assets, net of progress payments | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid and other current assets | 0 | 0 | ||
Assets of discontinued operations | 0 | 0 | ||
Total Current Assets | 0 | 0 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 0 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 0 | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 0 | |||
GOODWILL | 0 | 0 | ||
INTANGIBLE ASSETS, net | 0 | 0 | ||
INTERCOMPANY RECEIVABLE | (1,529,552) | (962,628) | ||
EQUITY INVESTMENTS IN SUBSIDIARIES | (5,686,320) | (5,442,507) | ||
OTHER ASSETS | 0 | 0 | ||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Assets | (7,215,872) | (6,405,135) | ||
CURRENT LIABILITIES | ||||
Notes payable and current portion of long-term debt | 0 | 0 | ||
Accounts payable and accrued liabilities | 0 | 0 | ||
Current portion of operating lease liabilities | 0 | |||
Liabilities of discontinued operations | 0 | 0 | ||
Total Current Liabilities | 0 | 0 | ||
LONG-TERM DEBT, net | 0 | 0 | ||
LONG-TERM OPERATING LEASE LIABILITIES | 0 | |||
INTERCOMPANY PAYABLES | (1,540,521) | (982,983) | ||
OTHER LIABILITIES | 0 | 0 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | ||
Total Liabilities | (1,540,521) | (982,983) | ||
SHAREHOLDERS’ EQUITY | (5,675,351) | (5,422,152) | ||
Total Liabilities and Shareholders’ Equity | $ (7,215,872) | $ (6,405,135) |
CONSOLIDATING GUARANTOR AND N_5
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of consolidated statement of operations and comprehensive income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | $ 660,673 | $ 632,061 | $ 566,350 | $ 548,438 | $ 574,164 | $ 574,970 | $ 549,633 | $ 510,522 | $ 2,407,522 | $ 2,209,289 | $ 1,977,918 |
Cost of goods and services | 1,766,096 | 1,625,815 | 1,466,600 | ||||||||
Gross profit | 174,470 | 165,003 | 152,032 | 149,921 | 158,458 | 151,699 | 133,537 | 139,780 | 641,426 | 583,474 | 511,318 |
Selling, general and administrative expenses | 486,398 | 447,163 | 418,517 | ||||||||
Income from continuing operations | 155,028 | 136,311 | 92,801 | ||||||||
Other income (expense) | |||||||||||
Interest income (expense), net | (65,791) | (67,260) | (63,871) | ||||||||
Loss from debt extinguishment | 969 | 5,245 | 7,925 | 0 | 0 | ||||||
Other, net | 1,445 | 3,127 | 4,880 | ||||||||
Total other income (expense) | (72,271) | (64,133) | (58,991) | ||||||||
Income before taxes from continuing operations | 82,757 | 72,178 | 33,810 | ||||||||
Provision for income taxes | 29,328 | 26,556 | 555 | ||||||||
Income (loss) before equity in net income of subsidiaries | 53,429 | 45,622 | 33,255 | ||||||||
Equity in net income (loss) of subsidiaries | 0 | 0 | 0 | ||||||||
Income (loss) from continuing operations | $ 20,091 | $ 21,831 | $ 895 | $ 10,612 | $ 16,251 | $ 14,128 | $ 6,490 | $ 8,753 | 53,429 | 45,622 | 33,255 |
Income (loss) from operations of discontinued businesses | 0 | (11,050) | 119,981 | ||||||||
Provision for income taxes | 0 | (2,715) | 27,558 | ||||||||
Income (loss) from discontinued operations | 0 | (8,335) | 92,423 | ||||||||
Net income | 53,429 | 37,287 | 125,678 | ||||||||
Comprehensive income (loss) | 47,253 | 5,483 | 152,047 | ||||||||
Parent Company | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Cost of goods and services | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Selling, general and administrative expenses | 24,876 | 22,566 | 37,540 | ||||||||
Income from continuing operations | (24,876) | (22,566) | (37,540) | ||||||||
Other income (expense) | |||||||||||
Interest income (expense), net | (27,129) | (27,883) | (23,911) | ||||||||
Loss from debt extinguishment | 7,925 | ||||||||||
Other, net | (523) | (778) | (7,666) | ||||||||
Total other income (expense) | (35,577) | (28,661) | (31,577) | ||||||||
Income before taxes from continuing operations | (60,453) | (51,227) | (69,117) | ||||||||
Provision for income taxes | (11,907) | (7,425) | (17,692) | ||||||||
Income (loss) before equity in net income of subsidiaries | (48,546) | (43,802) | (51,425) | ||||||||
Equity in net income (loss) of subsidiaries | 101,975 | 81,089 | 177,103 | ||||||||
Income (loss) from continuing operations | 37,287 | 125,678 | |||||||||
Income (loss) from operations of discontinued businesses | 0 | 0 | |||||||||
Provision for income taxes | 0 | 0 | |||||||||
Income (loss) from discontinued operations | 0 | 0 | |||||||||
Net income | 53,429 | 37,287 | 125,678 | ||||||||
Comprehensive income (loss) | 47,253 | 5,483 | 152,047 | ||||||||
Guarantor Companies | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | 1,938,972 | 1,808,824 | 1,638,792 | ||||||||
Cost of goods and services | 1,450,924 | 1,353,663 | 1,250,261 | ||||||||
Gross profit | 488,048 | 455,161 | 388,531 | ||||||||
Selling, general and administrative expenses | 357,901 | 327,306 | 290,475 | ||||||||
Income from continuing operations | 130,147 | 127,855 | 98,056 | ||||||||
Other income (expense) | |||||||||||
Interest income (expense), net | (38,301) | (39,288) | (31,913) | ||||||||
Loss from debt extinguishment | 0 | ||||||||||
Other, net | (7,946) | (17,699) | 125,531 | ||||||||
Total other income (expense) | (46,247) | (56,987) | 93,618 | ||||||||
Income before taxes from continuing operations | 83,900 | 70,868 | 191,674 | ||||||||
Provision for income taxes | 25,445 | 20,534 | 9,546 | ||||||||
Income (loss) before equity in net income of subsidiaries | 58,455 | 50,334 | 182,128 | ||||||||
Equity in net income (loss) of subsidiaries | 43,505 | 44,303 | (151,864) | ||||||||
Income (loss) from continuing operations | 94,637 | 30,264 | |||||||||
Income (loss) from operations of discontinued businesses | 0 | 119,981 | |||||||||
Provision for income taxes | 0 | 27,558 | |||||||||
Income (loss) from discontinued operations | 0 | 92,423 | |||||||||
Net income | 101,960 | 94,637 | 122,687 | ||||||||
Comprehensive income (loss) | 101,960 | 87,851 | 143,936 | ||||||||
Non-Guarantor Companies | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | 507,621 | 437,542 | 367,149 | ||||||||
Cost of goods and services | 355,696 | 310,707 | 245,687 | ||||||||
Gross profit | 151,925 | 126,835 | 121,462 | ||||||||
Selling, general and administrative expenses | 103,991 | 97,661 | 90,872 | ||||||||
Income from continuing operations | 47,934 | 29,174 | 30,590 | ||||||||
Other income (expense) | |||||||||||
Interest income (expense), net | (361) | (89) | (8,047) | ||||||||
Loss from debt extinguishment | 0 | ||||||||||
Other, net | 11,762 | 23,452 | (111,248) | ||||||||
Total other income (expense) | 11,401 | 23,363 | (119,295) | ||||||||
Income before taxes from continuing operations | 59,335 | 52,537 | (88,705) | ||||||||
Provision for income taxes | 15,788 | 13,447 | 8,743 | ||||||||
Income (loss) before equity in net income of subsidiaries | 43,547 | 39,090 | (97,448) | ||||||||
Equity in net income (loss) of subsidiaries | 58,455 | 50,334 | 182,128 | ||||||||
Income (loss) from continuing operations | 89,424 | 84,680 | |||||||||
Income (loss) from operations of discontinued businesses | (11,050) | 0 | |||||||||
Provision for income taxes | (2,715) | 0 | |||||||||
Income (loss) from discontinued operations | (8,335) | 0 | |||||||||
Net income | 102,002 | 81,089 | 84,680 | ||||||||
Comprehensive income (loss) | 102,002 | 87,875 | 81,389 | ||||||||
Elimination | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | (39,071) | (37,077) | (28,023) | ||||||||
Cost of goods and services | (40,524) | (38,555) | (29,348) | ||||||||
Gross profit | 1,453 | 1,478 | 1,325 | ||||||||
Selling, general and administrative expenses | (370) | (370) | (370) | ||||||||
Income from continuing operations | 1,823 | 1,848 | 1,695 | ||||||||
Other income (expense) | |||||||||||
Interest income (expense), net | 0 | 0 | 0 | ||||||||
Loss from debt extinguishment | 0 | ||||||||||
Other, net | (1,848) | (1,848) | (1,737) | ||||||||
Total other income (expense) | (1,848) | (1,848) | (1,737) | ||||||||
Income before taxes from continuing operations | (25) | 0 | (42) | ||||||||
Provision for income taxes | 2 | 0 | (42) | ||||||||
Income (loss) before equity in net income of subsidiaries | (27) | 0 | 0 | ||||||||
Equity in net income (loss) of subsidiaries | (203,935) | (175,726) | (207,367) | ||||||||
Income (loss) from continuing operations | (175,726) | (207,367) | |||||||||
Income (loss) from operations of discontinued businesses | 0 | 0 | |||||||||
Provision for income taxes | 0 | 0 | |||||||||
Income (loss) from discontinued operations | 0 | 0 | |||||||||
Net income | (203,962) | (175,726) | (207,367) | ||||||||
Comprehensive income (loss) | $ (203,962) | $ (175,726) | $ (225,325) |
CONSOLIDATING GUARANTOR AND N_6
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of consolidated cash flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | $ 53,429 | $ 37,287 | $ 125,678 |
Net (income) loss from discontinued operations | 0 | 8,335 | (92,423) |
Net cash provided by operating activities | 137,029 | 113,958 | 58,192 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | (48,998) | (45,361) | (50,138) |
Acquired business, net of cash acquired | (10,531) | (9,219) | (430,932) |
Proceeds (payments) from sale of business | 0 | (9,500) | 474,727 |
Insurance proceeds (payments) | 0 | (10,604) | 8,254 |
Proceeds from sale of property, plant and equipment | 352 | 280 | 663 |
Investment purchases | (130) | (149) | 0 |
Net cash provided by (used in) investing activities - continuing operations | (59,307) | (74,553) | 2,574 |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 178,165 | 0 | 0 |
Purchase of shares for treasury | (7,479) | (1,478) | (45,605) |
Proceeds from long-term debt | 1,240,080 | 201,748 | 443,058 |
Payments of long-term debt | (1,308,915) | (218,248) | (300,993) |
Change in short-term borrowings | 0 | (366) | 144 |
Financing costs | (17,384) | (1,090) | (7,793) |
Contingent consideration for acquired businesses | (1,733) | (1,686) | 0 |
Acquisition costs | (1,733) | ||
Purchase of ESOP shares | 0 | ||
Dividends paid | (14,529) | (13,676) | (49,797) |
Other, net | (15) | (180) | 51 |
Net cash provided by (used) in financing activities - continuing operations | 68,190 | (34,976) | 39,065 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash provided by (used in) discontinued operations | (2,577) | (2,123) | (78,927) |
Effect of exchange rate changes on cash and equivalents | 2,377 | 313 | 1,173 |
NET DECREASE IN CASH AND EQUIVALENTS | 145,712 | 2,619 | 22,077 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 72,377 | 69,758 | 47,681 |
CASH AND EQUIVALENTS AT END OF PERIOD | 218,089 | 72,377 | 69,758 |
Parent Company | |||
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | 53,429 | 37,287 | 125,678 |
Net (income) loss from discontinued operations | 0 | 0 | |
Net cash provided by operating activities | 23,114 | 42,159 | 381,417 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | (348) | (542) | (544) |
Acquired business, net of cash acquired | 0 | (9,219) | (368,936) |
Proceeds (payments) from sale of business | (9,500) | 0 | |
Insurance proceeds (payments) | (10,604) | 8,254 | |
Proceeds from sale of property, plant and equipment | 0 | 0 | 0 |
Investment purchases | (130) | (149) | |
Net cash provided by (used in) investing activities - continuing operations | (478) | (30,014) | (361,226) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 178,165 | ||
Purchase of shares for treasury | (7,479) | (1,478) | (45,605) |
Proceeds from long-term debt | 1,234,723 | 163,297 | 411,623 |
Payments of long-term debt | (1,272,688) | (173,345) | (269,478) |
Change in short-term borrowings | 0 | 0 | |
Financing costs | (17,384) | (1,090) | (7,793) |
Contingent consideration for acquired businesses | 0 | ||
Acquisition costs | 0 | ||
Purchase of ESOP shares | 0 | ||
Dividends paid | (14,529) | (13,676) | (49,797) |
Other, net | 260 | (180) | (46,405) |
Net cash provided by (used) in financing activities - continuing operations | 101,068 | (26,472) | (7,455) |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash provided by (used in) discontinued operations | 0 | 0 | 0 |
Effect of exchange rate changes on cash and equivalents | 0 | 0 | 0 |
NET DECREASE IN CASH AND EQUIVALENTS | 123,704 | (14,327) | 12,736 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 1,649 | 15,976 | 3,240 |
CASH AND EQUIVALENTS AT END OF PERIOD | 125,353 | 1,649 | 15,976 |
Guarantor Companies | |||
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | 101,960 | 94,637 | 122,687 |
Net (income) loss from discontinued operations | 0 | (92,423) | |
Net cash provided by operating activities | 55,353 | 41,992 | (405,174) |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | (42,268) | (38,872) | (41,531) |
Acquired business, net of cash acquired | 0 | 0 | (4,843) |
Proceeds (payments) from sale of business | 0 | 474,727 | |
Insurance proceeds (payments) | 0 | 0 | |
Proceeds from sale of property, plant and equipment | 345 | 254 | 62 |
Investment purchases | 0 | 0 | |
Net cash provided by (used in) investing activities - continuing operations | (41,923) | (38,618) | 428,415 |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 0 | ||
Purchase of shares for treasury | 0 | 0 | 0 |
Proceeds from long-term debt | 0 | 0 | 2,125 |
Payments of long-term debt | (3,421) | (2,973) | (5,403) |
Change in short-term borrowings | (366) | 144 | |
Financing costs | 0 | 0 | 0 |
Contingent consideration for acquired businesses | 0 | ||
Acquisition costs | 0 | ||
Purchase of ESOP shares | 0 | ||
Dividends paid | 0 | 0 | 0 |
Other, net | 580 | 8,830 | 4,733 |
Net cash provided by (used) in financing activities - continuing operations | (2,841) | 5,491 | 1,599 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash provided by (used in) discontinued operations | 0 | 0 | (16,394) |
Effect of exchange rate changes on cash and equivalents | (121) | (1) | (159) |
NET DECREASE IN CASH AND EQUIVALENTS | 10,468 | 8,864 | 8,287 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 25,217 | 16,353 | 8,066 |
CASH AND EQUIVALENTS AT END OF PERIOD | 35,685 | 25,217 | 16,353 |
Non-Guarantor Companies | |||
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | 102,002 | 81,089 | 84,680 |
Net (income) loss from discontinued operations | 8,335 | 0 | |
Net cash provided by operating activities | 58,562 | 29,807 | 108,981 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | (6,382) | (5,947) | (8,063) |
Acquired business, net of cash acquired | (10,531) | 0 | (57,153) |
Proceeds (payments) from sale of business | 0 | 0 | |
Insurance proceeds (payments) | 0 | 0 | |
Proceeds from sale of property, plant and equipment | 7 | 26 | 601 |
Investment purchases | 0 | 0 | |
Net cash provided by (used in) investing activities - continuing operations | (16,906) | (5,921) | (64,615) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 0 | ||
Purchase of shares for treasury | 0 | 0 | 0 |
Proceeds from long-term debt | 5,357 | 38,451 | 29,310 |
Payments of long-term debt | (32,806) | (41,930) | (26,112) |
Change in short-term borrowings | 0 | 0 | |
Financing costs | 0 | 0 | 0 |
Contingent consideration for acquired businesses | (1,686) | ||
Acquisition costs | (1,733) | ||
Purchase of ESOP shares | 0 | ||
Dividends paid | 0 | 0 | 0 |
Other, net | (855) | (8,830) | 14,691 |
Net cash provided by (used) in financing activities - continuing operations | (30,037) | (13,995) | 17,889 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash provided by (used in) discontinued operations | (2,577) | (2,123) | (62,533) |
Effect of exchange rate changes on cash and equivalents | 2,498 | 314 | 1,332 |
NET DECREASE IN CASH AND EQUIVALENTS | 11,540 | 8,082 | 1,054 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 45,511 | 37,429 | 36,375 |
CASH AND EQUIVALENTS AT END OF PERIOD | 57,051 | 45,511 | 37,429 |
Elimination | |||
CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS: | |||
Net income | (203,962) | (175,726) | (207,367) |
Net (income) loss from discontinued operations | 0 | 0 | |
Net cash provided by operating activities | 0 | 0 | (27,032) |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | |||
Acquisition of property, plant and equipment | 0 | 0 | 0 |
Acquired business, net of cash acquired | 0 | 0 | 0 |
Proceeds (payments) from sale of business | 0 | 0 | |
Insurance proceeds (payments) | 0 | 0 | |
Proceeds from sale of property, plant and equipment | 0 | 0 | 0 |
Investment purchases | 0 | 0 | |
Net cash provided by (used in) investing activities - continuing operations | 0 | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | |||
Proceeds from issuance of common stock | 0 | ||
Purchase of shares for treasury | 0 | 0 | 0 |
Proceeds from long-term debt | 0 | 0 | 0 |
Payments of long-term debt | 0 | 0 | 0 |
Change in short-term borrowings | 0 | 0 | |
Financing costs | 0 | 0 | 0 |
Contingent consideration for acquired businesses | 0 | ||
Acquisition costs | 0 | ||
Purchase of ESOP shares | 0 | ||
Dividends paid | 0 | 0 | 0 |
Other, net | 0 | 0 | 27,032 |
Net cash provided by (used) in financing activities - continuing operations | 0 | 0 | 27,032 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||
Net cash provided by (used in) discontinued operations | 0 | 0 | 0 |
Effect of exchange rate changes on cash and equivalents | 0 | 0 | 0 |
NET DECREASE IN CASH AND EQUIVALENTS | 0 | 0 | 0 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 0 | 0 | 0 |
CASH AND EQUIVALENTS AT END OF PERIOD | $ 0 | $ 0 | $ 0 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Nov. 12, 2020$ / shares |
Subsequent Event | |
Subsequent Event [Line Items] | |
Dividends payable, amount per share (in dollars per share) | $ 0.08 |
SCHEDULE II VALUATION AND QUA_2
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (Details) - Schedule of Valuation and Qualifying Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
SEC Schedule, 12-09, Allowance, Credit Loss | |||
Segment Reporting Information [Line Items] | |||
Balance at Beginning of Year | $ 7,881 | $ 6,408 | $ 5,966 |
Recorded to Cost and Expense | 14,394 | 6,254 | 4,048 |
Accounts Written Off, net | (4,516) | (4,799) | (4,749) |
Other | (1) | 18 | 1,143 |
Balance at End of Year | 17,758 | 7,881 | 6,408 |
Inventory valuation | |||
Segment Reporting Information [Line Items] | |||
Balance at Beginning of Year | 26,169 | 26,065 | 16,419 |
Recorded to Cost and Expense | 10,542 | 2,774 | 1,924 |
Accounts Written Off, net | (3,412) | (2,614) | (306) |
Other | 325 | (56) | 8,028 |
Balance at End of Year | 33,624 | 26,169 | 26,065 |
Deferred tax valuation allowance | |||
Segment Reporting Information [Line Items] | |||
Balance at Beginning of Year | 10,823 | 8,520 | 17,466 |
Recorded to Cost and Expense | (999) | 2,303 | (8,946) |
Accounts Written Off, net | 0 | 0 | 0 |
Other | 0 | 0 | 0 |
Balance at End of Year | 9,824 | 10,823 | 8,520 |
Bad debts | SEC Schedule, 12-09, Allowance, Credit Loss | |||
Segment Reporting Information [Line Items] | |||
Balance at Beginning of Year | 1,881 | 1,824 | 1,109 |
Recorded to Cost and Expense | 2,231 | 464 | (40) |
Accounts Written Off, net | (255) | (425) | 11 |
Other | (1) | 18 | 744 |
Balance at End of Year | 3,856 | 1,881 | 1,824 |
Sales returns and allowances | SEC Schedule, 12-09, Allowance, Credit Loss | |||
Segment Reporting Information [Line Items] | |||
Balance at Beginning of Year | 6,000 | 4,584 | 4,857 |
Recorded to Cost and Expense | 12,163 | 5,790 | 4,088 |
Accounts Written Off, net | (4,261) | (4,374) | (4,760) |
Other | 0 | 0 | 399 |
Balance at End of Year | $ 13,902 | $ 6,000 | $ 4,584 |